PA Breach of Employment K
If K dn state duration, “at will,” meaning either side can terminate at any time; if K provides for “permanent employment,” treated as “at will” b/c duration so vague
Non-compete clause enforceable in PA so long as….
- rsnbly nec to protect valid biz interest of employer 2. rsnly limited in duration + geographic scope *weigh employer’s needs v. hardship on employee + injury to public
PA Express Written Statement In Lieu of Consideration
If writing expressly states signer intends to be legally bound, enforceable even absent consideration; same w seal *except in sale of goods K*
Promissory Estoppel in PA
PE only indicated when enforcement of promise *necessary to avoid injustice*; limited to reliance damages, not expectation
PA: Economic Duress
K voidable (if physical duress, K is void); cts will consider if possible to make injured party whole w/out dismissing entire K
PA Law on Exculpatory Clauses
Strictly construed v. party seeking protection; 3 conditions must be met: (i) K b/w persons relating completely to private affairs; (ii) not v. public policy; + (iii) K not one of adhesion (take it or leave it)
Forum selection clauses valid under PA law unless…
unreasonable b/c enforcement would seriously impair P’s ability to pursue cause of action (inconvenience/add’l expense insufficient)
PA Warranties in Sale of Goods Ks
Seller’s warranty extends to any person in buyer’s family, household, or guest if rsnbl to expect guest would interact w/ good
In PA, a 3d party B’s rights vest…
immediately and cannot be modified unless power to modify *expressly stated* in K
PA Statute of Frauds
all the CL ones *except not performable in 1 yr*, plus: lease of real property for > 3 yrs
PA allows recovery for emotional distress in breach of K action only where:
- emotional distress accompanied by bodily harm; or 2. breach is of such a kind that serious emotional disturbance particularly likely
PA allows recovery for lost profits in breach of K action where:
- profits can be established w/ *reasonable certainty* (strictly construed); 2. loss was proximate consequence of breach; + 3. loss foreseeable
Anticipatory repudiation of K in PA requires either….
- absolute + unequivocal refusal to perform, or 2. distinct + positive statement of inability to do so *strict–mere uncertainty insufficient
