LinkedLaw Deskbook
ITEM #:  60096400   |   PUBLISHED:  JANUARY 9, 2023

Minnesota Contracts Deskbook, 3rd Edition

Edited by Judge William J. Fisher & Michael C. Flom

The Minnesota Contracts Deskbook is Minnesota’s best contracts desk reference! It is jam-packed with 18 informational chapters including Remedies for Breach, Contracts for Cloud Based Services and Contracts in Bankruptcy. Twenty-four dedicated authors researched and drafted chapters in areas where they are the expert. Their many years of experience working with contract issues gives them special insight into what Minnesota lawyers need to know about contract issues and remedies to best serve their clients. You will find an objective analysis of the law that strikes a balance between plaintiff and defense perspectives. The Deskbook chapters also include numerous practice tips and ethics commentary that go beyond the law to share real-world expert advice. Reading these tips is like having these professionals in the room with you, answering your questions, and guiding you through the tough contractual scenarios in your case.

The Minnesota Contracts Deskbook is your one-stop resource for researching and understanding all aspects of a contract. No matter what your level of legal expertise, all lawyers will benefit from a greater understanding of the current state of contract law and unresolved issues in contract law. The Minnesota Contracts Deskbook will be your authoritative source for resolving the toughest contractual issues in your practice. Whether you are writing a brief or preparing for trial, this Deskbook is your go-to reference for understanding contractual issues.

Edited by Michael Flom, the 2023 Update brings your Minnesota Contracts Deskbook up-to-date and includes updates to 15 chapters and the latest contract-related case law relevant to Minnesota practitioners, legislative updates, and a fully-updated Table of Authorities.


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Elements of a Contract
Introduction and Scope of Chapter; Definition of a Contract; Offer and Acceptance; The Objective Theory of Contract Formation; Consideration; Contract Formation In the Ruins: The Battle of the Forms
– Arleen A. Nand

Types of Contracts
Introduction and Scope of Chapter; Initial Creation or Expression; Parties
– Kristi A. Zentner

Contract Drafting Strategy and Style
Introduction and Scope of Chapter; The Importance of Contracts – A Fundamental Part of Business In the Modern World; Develop a Plan – The Importance of Preparation and Process; Common Challenges Affecting Contract Projects and Dealing With Them; Other Pre-Drafting Matters to Think About; Drafting the Contract; Conclusion
– James E. Snoxell

Statute of Frauds
The Statute of Frauds – A Defense to Enforcement of Certain Contracts; Reasons for the Writing Requirement; Contracts Subject to the Writing Requirement; Generally Required Elements of the Writing; Failure to Comply With the Statute of Frauds; Limitations on the Statute of Frauds Defense; Review of Agreements Subject to the Statute of Frauds in Minnesota
– Amanda M. Mangan & Jacob K. Stonesifer

Capacity of Parties
Introduction and Scope of Chapter; Age; Competence; Other Capacity Issues
– Katheryn A. Gettman

Introduction and Scope of Chapter; Contracts Deemed Against Public Policy, Against Statutory Law, or Immoral; Contracts in Restraint of Competition and Trade; Application of Substantive Laws In and To Contracts; Illegality as a Defense
– Anne M. Lockner

Problems In Formation
Introduction and Scope of Chapter; Mistake; Misrepresentation; Duress; Undue Influence; Waiver and Ratification
– Carrie L. Zochert

Assignment and Delegation
Introduction and Scope of Chapter; Assignments; Delegation
– Kip R. Peterson

Contract Conditions, Performance, and Types of Breach
Introduction and Scope of Chapter; Conditions; Contractual Performance; Breach and Repudiation
– Kevin S. Sandstrom & Christina K. Benson

Impossibility and Frustration of Performance
Introduction and Scope of Chapter; Doctrine of Impossibility; Doctrine of Frustration of Purpose in Minnesota; Commercial Impracticability – The UCC Revisions to the Common Law Doctrine of Impossibility; Application; Remedies
– Kevin D. Hofman & Jeremy E. Warring

Remedies for Breach
Introduction and Scope of Chapter; Election of Remedies; Damages; Specific Performance; Injunction; Rescission and Restitution; Reformation
– S. Jamal Faleel & Andy Crowder

Choice of Law
Introduction and Scope of Chapter; The Current Nature of the Choice of Law Issue; Express Choice of Law by the Parties; No Express Choice of Law By the Parties; Restatement (Second) Of Conflicts Of Law Approach to Choice of Law Issues; Particular Contractual Issues Under Minnesota Law
– Mark E. Utz & Chris W. Wendland

Interpretation and Construction of Contracts
Introduction and Scope of Chapter; Clear and Unambiguous Contracts; Determination of Existence of Ambiguity: Use of Extrinsic Evidence; Contract Ambiguity: Rules of Construction to Determine Intent; Implied Terms; Estoppel and Waiver; Statutory Guidance
– Eric R. Sherman

Discharge of Contracts
Introduction and Scope of Chapter; Discharge of Contract By Performance; Discharge of a Contract By Payment; Discharge By Agreement of Rescission; Discharge By Modification; Discharge By Release and Contract not to Sue; Accord and Satisfaction, Substituted Contract, and Novation; Discharge By Impossibility and Frustration of Purpose; Discharge By Assignment and Delegation; Discharge By Alteration; Discharge By Nonoccurrence of a Condition
– Nathan J. Nelson

UCC and Other Statutory Regulations of Contracts
Introduction and Scope of Chapter; Minnesota Statutes Regulating Contracts; Regulation of Consumer Contracts; Miscellaneous Statutory Contract Regulations; Attorney’s Fees; Statute of Frauds; Statute of Limitations
– Michael M. Krauss

Contracts in Bankruptcy
The Bankruptcy Context; Enforcing Contracts in Bankruptcy; Breach of Contract Claims; Executory Contracts
– Andrew N. Page

Anatomy of a Contract
Introduction and Scope of Chapter; Contract Introductory Provisions; Contract Operative Provisions; Contract Miscellaneous Provisions
– Heather L. Marx 

Contracts for SaaS and Cloud-Based Services
Introduction; Development of the Cloud Model and Standards and Best Practices; Pre-Contracting Intake and Risk Assessment/Due Diligence; The Legal Framework Is Primarily Data Privacy and Security Related; Contract Drafting for Cloud Computing; Appendix A – Sample Checklist/Questionnaire for Vendor Security Issues
– Asmah Tareen & Nyajuok Deng

Table Of Authorities
Subject Index

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