Does consideration have to have value for someone who is a party to the contract? Suppose person A tells person B, "If you perform (service X) for me, I will donate $1,000 to Save the Whales (but no other compensation)." Neither A nor B has any connection to whales and will not benefit from this donation, but B happens to like whales and agrees anyway. Does this still count as consideration, even though there was never any possibility of B getting anything out of it? (United States)
Does this still count as consideration, even though there was never any possibility of B getting anything out of it? Yes. The sole fact that the promisee and the beneficiary are different and unrelated entities does not invalidate a contract. In terms of the Restatement (Second) of Contracts at § 302(1)(b), what matters is that "the circumstances indicate that the promisee intends to give the beneficiary the benefit of the promised performance".
The contract remains valid. Most contracts don't need to be written at all. Even if yours did need to be written under the Statute of Frauds or some other law, you're saying that it was made in writing, even though you later tore it up. The fact that the contract is missing or destroyed doesn't change the fact that it exists and obligates the parties; it just makes it harder to prove what it said.
There are two cases to distinguish: information that the other party does not want to give without court order, and information that the other party may not give without court order. Only the former case matters, of course, since the latter by definition requires a court order. So, if the other party is legally capable of giving the information, but it's commercially not sensible for them, then you'll need to sweeten the deal. And that's business, not a legal question anymore. In other words: there's no legal instrument that's at the same time equal to a court order but also different from one. When you need a court order, there's no alternative to a court order.
Assuming there is a contract (and it is not clear that there is), this is a purported liquidated damages clause. Alice is trying to dictate what Bob will owe her if he breaches his promise to not share the file. However, there are limits on what can be stipulated in a liquidated damages clause. Super Save Disposal Inc. v. Blazin Auto Ltd., 2011 BCSC 1784: The enforceability of a liquidated damages provision in an agreement engages two competing objectives: freedom of contract versus the right of the courts to intervene in a given case to relieve against an oppressive or unconscionable result flowing from enforcement of the liquidated damages term. It is well settled that the enforceability of such a term turns on whether it is a genuine pre-estimate of the expected loss that a party will sustain in the event of a breach of contract or a penalty clause so oppressive or unreasonable that equitable intervention is justified to prevent an injustice. Judicial interference with a liquidated damages provision will be justified if enforcement of the term results in payment of a sum which is extravagant and unconscionable in comparison with the greatest loss that could conceivably be proved to have followed from the breach Oppressive liquidated damages clauses work against a person's freedom to breach and the possibility of efficient breach. Perhaps if the file were a trade secret like the Coke recipe, the $1,000,000 might be a genuine pre-breach estimate, but without much more information about the nature of the file, I predict a court would find the $1,000,000 to be extravagant and unconscionable in comparison to the greatest loss that could conceivably be proved to have followed from the breach. What follows is less researched. If it is not a contract then I think it is at best a licence, which would make Bob's agreement to pay $1,000,000 a free-standing unenforceable promise. I also agree with Matthew's position on the possibility (and limitations of) a claim in promissory estoppel, especially in jurisdictions following Waltons Stores or similar reasoning.
Can you have valid Terms and Condictions when there is no entity mentioned? No, but the example you post is inapplicable because the terms clearly state in the beginning that the agreement is between &quot;you&quot; and &quot;Binance operators&quot;. The latter is defined shortly thereafter. Thus, it certainly identifies the entity. A contract does not need to exhaustively list all information such as parties' registration(s) or domicile. As long as a reasonable person is able to grasp who are the entities entering a contract, that contract is binding and enforceable. If it cannot be ascertained from the contract who the counterparty(-ies) is(are), then neither party can prove that he and other entity(-ies) knowingly and willfully agreed to an exchange of considerations or promises thereof. Accordingly, nobody would have standing to sue others for breach of contract.
It doesn't matter. When a contract is left ambiguous the interpretation that is used is the one that is the most favorable to the party that did not draft the contract, under the logic that if the party that did draft the contract chose all the wording and thus, they could have stated their interpretation in the contract just avoided this whole mess in the first place. A similar rule exists in criminal law, where if the law is ambiguous, the interpretation used is the one most favorable to the defendant, since the state could have drafted it in a way that made their interpretation clear.
The entire purpose of the Entire Agreement clause is to say that this contract is the agreement, and anything previously negotiated is not part of the agreement. I don't know why they would fail to include that in the contract.
If two parties agree to the terms of an exchange, then there exists an enforceable contract. A signature is not needed to create a contract. However, an intent to negotiate a contract is not, per se, a contract. Absent some specific and explicit measures (which for major deals may be codified in an MOU or LOI that itself contains contractual terms), if you can't reach an agreement on terms then there is no contract. It's up to the particulars of "the verbal agreement to start the hiring process" whether an agreement on exchange has been reached, or merely proposed. E.g., "You and I agree that I will pay you $X in exchange for Y due Z" is a contract. "You and I agree that we'd like to work together, and we'll hammer out the terms X, Y, and Z by the end of the week" is merely a proposal to contract, not an actual contract. Of course, this doesn't mean you're immune to liability for failing to reach a contract in this hypothetical: you can always be sued!