Legal Definitions - express contract

An express contract is a legally binding agreement where the terms and conditions are clearly stated and understood by all parties involved, either verbally or in writing, at the time the agreement is made. This means that the promises, obligations, and expectations of each party are explicitly declared, leaving little room for ambiguity.

For an express contract to be valid, there must be a clear offer, an unconditional acceptance of that offer, and an exchange of something of value (known as "consideration") between the parties. All these elements must demonstrate a mutual intention to be legally bound by the agreement.

This type of contract is distinct from an implied contract, where the agreement is understood through the actions and conduct of the parties rather than through direct, explicit communication.

Example 1: Written Agreement for Home Renovation

Sarah wants to renovate her kitchen. She contacts "Elite Renovations Inc." and discusses her project. After several meetings, Elite Renovations provides Sarah with a detailed written proposal outlining the scope of work (demolition, new cabinets, countertops, flooring, painting), the timeline for completion (8 weeks), and the total cost ($45,000), along with a payment schedule. Sarah reviews the proposal, agrees to all terms, and signs the document. Elite Renovations' project manager also signs it, and they exchange copies.

• This is an express contract because the terms (scope of work, timeline, cost, payment schedule) are explicitly declared in writing.
• Elite Renovations made a definite offer through the detailed proposal.
• Sarah provided unconditional acceptance by signing the document.
• There is consideration: Sarah promises to pay $45,000, and Elite Renovations promises to perform the renovation services.
• Both parties clearly manifested a mutual intent to be bound by signing.

Example 2: Oral Agreement for a Used Car Sale

Mark is selling his used car. His friend, Lisa, expresses interest. They meet, Lisa inspects the car, and they discuss the price. Mark says, "I'll sell you the car for $5,000, and I'll even include the new set of winter tires." Lisa replies, "That sounds great, I accept! I'll bring you a check for $5,000 tomorrow morning, and I'll pick up the car then." Mark agrees.

• This is an express contract because the terms (car, price, inclusion of tires, payment, pickup time) are explicitly declared verbally.
• Mark made a definite offer to sell the car for $5,000 with winter tires.
• Lisa provided unconditional acceptance by stating, "I accept! I'll bring you a check for $5,000 tomorrow morning, and I'll pick up the car then."
• There is consideration: Lisa promises to pay $5,000, and Mark promises to transfer ownership of the car and tires.
• Both parties clearly expressed a mutual intent to be bound by their spoken words.

Example 3: Online Software Subscription

A small business owner, David, decides to subscribe to "CloudSync Pro," a cloud storage and collaboration software. On the CloudSync Pro website, he clicks "Sign Up," which takes him to a page detailing the subscription plan: $19.99 per month for unlimited storage and 5 user licenses, with a 30-day free trial. Below this, there's a checkbox labeled "I agree to the Terms of Service and Privacy Policy" and a "Subscribe Now" button. David clicks the checkbox and then the "Subscribe Now" button, entering his payment information.

• This is an express contract because the terms (monthly fee, storage limit, user licenses, trial period) are explicitly declared on the website.
• CloudSync Pro made a definite offer for its service at a specific price and terms.
• David provided unconditional acceptance by clicking the "I agree" checkbox and the "Subscribe Now" button, indicating his assent to the stated terms.
• There is consideration: David promises to pay $19.99 monthly (after the trial), and CloudSync Pro promises to provide access to its software and services.
• David's actions, following the clear presentation of terms, demonstrate a mutual intent to be bound.