1. December 17th, 1992 July 27 th, 1994 January 1993 Plaintiff entered into a contract. December 12, 1994 Defendants Fail to pay Plaintiff $150,000/year since January. Failed to pay him any percentage of their net profits. Defendants relieved Arch Smith of his duties.

2. Oral Agreement An agreement between parties that is either partly in writing and partly dependent on spoken words or that is entirely dependent on spoken words. Quantum Meruit As much as deserved Negotiation Initial communications between potential parties to contract often take the form of preliminary negotiation, through which the parties that may or may not be made. either request or supply terms of an offer Meeting of the minds Known as mutual assent, the intention and agreements of parties forming a contract.

3. Oral Agreement? Known as mutual assent, the intention and agreements of parties forming a contract. Negotiation? Initial communications between potential parties to contract. Quantum Meruit? As much as reserved Meetings of the minds An agreement between parties that is either partly in writing and partly dependent on spoken words or that is entirely dependent on spoken words.

4. Oral Agreement Quantum Meruit Negotiation Meeting of the minds Smith: Oral agreement is made between him and Hammons. Therefore, the oral contract is enforceable and he is legally being recovered in Quantum Meruit for providing “material” which are valuable expertise in the entertainment business and other valuable services to Defendants Plaintiff provided valuable services to defendants.  He asks for a fair and reasonable amount, prejudgment interest, costs and other relief which was “quantum meruit” from the defendant In order to form a contract, both parties must agree upon terms in the contract. Hence Hammons and Smith did not reach agreement upon four of the terms of the contract alleged in the petition. Therefore, the contract is void. Hammons: Smith and Hammons negotiate over the non-agreed terms of the contract Preliminary negotiations towards the contract do not constitute a contract  The contract is not made and not enforceable

5. Main issue Minor issue Does the Hammons have an intent to enter to the contract? Whether the oral agreement is made or it is just negotiation? If the oral agreement is enforceable, do Hammons have to pay in quantum meruit (as much as Smith deserved)? (Meeting of the minds) (Oral agreements v. Negotiation) (Quantum Meruit)

6. Main issues? 1 - Does the Hammons have an intent to enter to the contract? 2- Whether the oral agreement is made or it is just negotiation? Minor issue? + If the oral agreement is enforceable, do Hammons have to pay in quantum meruit (as much as Smith deserved)?

7. A meeting of the minds had been reached on certain terms of the contract *Although, some terms of the contract had not been finalized and agreed upon; he still provided quality knowledge and valuable expertise  Hammons should pay in quantum meruit for his work and compensate for his time. If he is not compensated this would equal a detriment to Smith Plaintiff “Prayed for judgment for a fair and reasonable amount, prejudgment interest, costs and other relief”  This is an economic loss to Smith because he could have been performing elsewhere or making connections with others to set-up future performances Economic Ethics & Morality “prayed for judgment for a fair and reasonable amount, prejudgment interest, costs and other relief”  This is an economic loss to Smith because he could have been performing elsewhere or making connections with others to set-up future performances.

8. The jury found for the defendant. They found this decision based upon the Hornbook Law. It was clear to this court there were still material terms to the agreement that were not settled, so there was no meeting of the minds. There were negotiations over specific terms, but no final agreement, so there can be no breach of contract or recovery. Smith then appealed, and the appeals court affirmed no contract was created, therefore no damages were due. If a non-finalized contract was to constitute a fulfilled agreement  forgo them altogether & mayhem break out among business & personal ventures. For instance, Hammons wanted to hire a union of magicians and began to negotiate pay and incentives with the members of the union, but wanted them to perform a show to prove their skills. Upon their performance, Hammons finds them to be poor performers and hires another group instead. The social magician union would want to come back to receive the pay negotiated because they came to somewhat of an agreement and spent time and resources performing for Hammons when they could have otherwise been hired through another firm or doing private parties. The defendant Hammons of Hammons Entertainment Group believes he does not owe anything to Smith because a meeting of the minds did not occur when finalizing the terms of the contract. Hammons would incur a financial deficit of $500,000 if he were to lose the case, when Smith was never officially hired. Court Defendant Social

9. Smith V Hammons What we can infer: o Due to the lack of response thereto the Plaintiff has given, the contract that the Defendant had offered to the Plaintiff is not enforceable from the absence of mutual assent. Despite the Plaintiff’s accused error in the court’s summary judgment, the trial court found no err. Ergo, the Defendant owes nothing to the Plaintiff. Hornbook Law o “To establish a submissible case of breach of contract, a plaintiff must first establish the existence of a contract.” o “In order for a contract to be formed, the parties must mutually assent to its terms. The nature and extent of the contract’s essential terms must be certain or capable of being certain.” o “If the parties have reserved the essential terms of the contract for future determination, there can be no valid agreement.” Missouri Court Rule 74.04 o (a) For Claimant. At any time after the expiration of thirty days from the commencement of the action or after service of a motion for summary judgment by the adverse party…” o (c) Motion and Proceedings Thereon. o (1) Motions for Summary Judgment. Motions for summary judgment shall state with particularity in separately numbered paragraphs each material fact as to which the movant claims there is no genuine issue, with specific references to the pleadings, discovery or affidavits that demonstrate the lack of a genuine issue as to such facts.

10. Smith V. Hammons Cases Cited by Smith Boswell v. Amer. Ins. Co. Steinberg v. Fleischer McDowell v. Schuette Kurtz v. Fischer Haase v. Richmond Mothershead v. Greenbriar Country Club, Inc.

11. Hammons could have avoided court by completely stating all facts & agreements before any services or hiring of Smith was performed. Hammons could have also held to his verbal contract and paid what he promised. Again a written contract would have saved them a lawsuit and the time and money they lost because of it. A reasonable employee would also have argued the fact he had no paycheck for 2 years, most employees would start asking questions after a month or so. The plaintiff should have had the contract in writing that would have saved them a lot of heart ache. He also should have hired an agent to deal with all the paper work and negotiating to make sure all his I's were doted and T's were crossed. Plaintiff Defendant