Legal Question in Business Law in California

Re: Contracts

It depends on the type of contract and what the contract says. For example, in a contract for the sale of goods, the Uniform Commercial Code might guide the court in providing missing contractual terms pursuant to the "course of dealing" between the parties.

Re: Contracts

When parties to an expired written or oral contract continue to conduct themselves as though the express contract were still in effect, they are considered to be doing business under a "contract implied in fact."

Contracts can be divided into three classes based upon how their terms are manifested: (1) written contracts; (2) oral contracts; and (3) implied-in-fact contracts. Types (1) and (2) are sometimes lumped together under the collective label of "express contracts."

In addition to the three categories of true contracts named above, there is a fourth category called "quasi-contracts." A quasi-contract is also sometimes called a "contract implied in law," but unlike a contract implied in fact, a quasi-contract is not a true contract at all, but rather a court-imposed principle under which the parties are treated as though they had been in contract in order to do justice and prevent an unjust enrichment of one party at the expense of the other.

An example of a contract implied in fact (besides the one you suggest) is where Joe the Janitor agrees in writing to clean XYZ Office Building every night for a year for $100 a night. A year goes by, and Joe continues to clean and XYZ continues to pay his bills. A court would say there was a contract between them, and that as of the 366th day it was a contract implied in fact. It would be an at-will contract that either party could end on little or no prior notice.

An example of a quasi-contract or contract implied in law is where Dr. X finds a stranger, Joe the Victim, lying unconscious on the street. Dr. X gives Joe first aid and Joe recovers. Dr. X sends Joe a bill. If Joe doesn't pay, a court would probably give Dr. X a judgment on the ground that, even though there was no agreement regarding the fee, either in writing, orally, or expressed by conduct, that Joe nevertheless had a duty to pay the reasonable value of the services under a theory of quasi-contract; in other words, the law imposes a duty to pay.

There are a few statutes causing what amounts to automatic renewal of contracts. For example, when a lease of real property expires, if the tenant remains in possession and the lessor accepts rent, the lease is deemed renewed for a term as specified in the statute. See, for example, Civil Code section 1945.

Finally, contracts can contain clauses that govern what happens after the base period runs out, e.g., automatic renewal, or clauses that specify that certain provisions will survive the expiration or termination of the agreement.

Re: Contracts

If you are talking about a home rental agreement, then the landlord's acceptance of a payment after the termination of the lease automaticaly makes it a mont-to-month rental agreement. If you are referring to something other than that, you will need to provide additional information.

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Re: Contracts

Several centuries of contract law interpretation.

Now, if the parties have a dispute, they'll get to argue their respective claims about interpretation, and spend money on litigation, whether the contract has expired or not. Enforceable contracts are designed to avoid problems by having clear terms.

If you end up needing legal help, feel free to contact me.