Abstract

The article "Is it Time for the Restatement of Contracts, Fourth?" by Peter A. Alces and Chris Byrne explores the question of whether the current Restatement of Contracts is due for an update. Following the unsuccessful revision of the Uniform Commercial Code (UCC) Article 2, the authors argue that the current contract law framework, which hasn't seen a substantial revision in decades, may no longer meet the evolving needs of commercial transactions, especially given technological advancements and the changing nature of software contracts.

The article examines the mechanics of how American Law Institute (ALI) and the National Conference of Commissioners on Uniform State Laws (NCCUSL) develop restatements and uniform laws, comparing Restatements, uniform laws, and Principles of Law as methods for addressing legal consistency across states. Alces and Byrne critically analyze the "hub and spoke" approach once considered for the UCC, noting that while this method attempts to provide foundational principles (the hub) and specific guidelines for different transactions (the spokes), it may also risk fragmenting contract law.

Further, they discuss how recent Principles of Law projects, such as the Principles of Software Contracts, attempt to address emerging issues in contract law. They suggest that the ALI might need to go beyond traditional Restatement projects and develop more robust foundational principles to address the complexities of modern transactions, proposing that the ALI’s future projects might benefit from more focus on the theoretical underpinnings of contract law.

The authors conclude that rather than creating a "Restatement of Contracts, Fourth," it may be more beneficial to explore a comprehensive, principle-based approach to modern contract law that could better capture the evolving dynamics of commercial and software contracting.

Document Type

Article

Publication Date

Spring 2009

Publication Information

11 Duquesne Business Law Journal 195-216 (2009)

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