1. What is the significance of the fact that fraud can invalidate a contract and can also be the basis of a tort lawsuit?

2. What are the elements required to prove fraud? Can breach of contract itself ever constitute fraud? For example, Acme agrees to deliver items to Baker on a specified date. Acme does not deliver the items on that date and notifies Baker that it will not deliver the items. What fact(s) would Baker have to prove to succeed with a fraud claim?

3. Which members of society are most vulnerable to undue influence? Identify several relationships that might be considered fiduciary relationships.

4. Is an objective standard to determine unconscionability or duress possible? How can we distinguish between duress and "bad luck" that motivates entering a contract? Does a party who benefits from an unconscionable contract think it's shockingly unfair? Might that party refuse to deal with people under other terms? How far should courts go to protecting people who enter bad contracts?

5. Almost all of Dr. Carter's patients are covered by an HMO through the two major employers in town. Dr. Carter really does not want to be under contract with the HMO; she thinks it takes away too much of her discretion in caring for patients. On the other hand, her patients will have to find new doctors if she does not contract with the HMO. From the HMO's perspective, its restrictions on referrals and other actions are necessary. Without the restrictions, it would have to raise its premiums above what most employers/patients would be willing or able to pay. Is Dr. Carter signing the HMO contract under duress? Are the HMO restrictions unconscionable? Is Dr. Carter an unsophisticated party without equal bargaining power?