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27 J. Corp. L. 505 (2001-2002)
Contract Lore

handle is hein.journals/jcorl27 and id is 515 raw text is: Contract Lore Robert A. Hillman' I. C ONTRA CT L O RE ..................................................................................................... 506 A . Expectancy D am ages ........................................................................................ 506 B. Conduct of the Breaching Party ........................................................................ 509 C. Contract Formation and Interpretation ............................................................ 510 II. THE M EANING OF CONTRACT LORE ....................................................................... 512 A. Unsatisfactory Explanations ............................................................................. 512 B. A M ore Satisfactory Explanation ...................................................................... 515 C . R am ifications .................................................................................................... 5 17 III. C ON CLU SIO N ......................................................................................................... 5 18 David Vernon was one of my important mentors. When I came to the Iowa Law School to teach contracts in 1975, David was already an established star in the constellation of contracts scholars and the inspirational leader of the Iowa faculty. Yet no one was more available to help me as I tried to find my way as a teacher and scholar. David's style was humorous, sometimes cantankerous, even sarcastic, but his advice was always right on the mark, given generously, and extremely helpful. I soon learned that I could count on him when the going got tough. Although I am now more than twenty years removed from Iowa City, I acutely sense the void in the Iowa Law School left by David's passing. For these reasons and more, it is a great honor for me to participate in this symposium for David Vernon, already a legend at the Iowa Law School. Speaking of legends, let me explain the title of this Article. A legend is one kind of a people's folklore. Folklore constitutes the traditional beliefs, legends, customs, etc., of a people1 and represents a people's image of themselves.2 I want to write about some of the traditional beliefs about contract law that contracts people-judges, lawyers, and scholars applying and writing about contract law-employ so routinely and confidently that the principles shed light on how we perceive contract law today. What makes these principles so interesting is that none of them are even close to true and, when pressed, most contracts people would admit it. I want to investigate why contracts people invoke these traditional beliefs and legends even though they are, in reality, nothing more than contract lore. This Article examines three examples of contract lore. First, contracts people do not hesitate to declare that the purpose of expectancy damages is to put the plaintiff in the .Edwin H. Woodruff Professor of Law, Cornell Law School. Thanks to Jeff Rachlinski, Emily Sherwin, and Robert Summers for their helpful comments, and to Annie Jeong, Rob Schultz, and Brad Wilson for excellent research assistance. Thanks also to the Iowa Law School faculty for very helpful comments at a workshop presentation of this Article. 1. THE RANDOM HOUSE DICTIONARY OF THE ENGLISH LANGUAGE 744 (2d ed. 1987). 2. ALAN DUNDES, INTERPRETING FOLKLORE viii (1980).

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