Express, Implied, and Quasi-Contracts: What's the Difference?

When it comes to business contracts, there are generally three different types: express, implied, and quasi-contracts.

A contract is a legally enforceable agreement between two or more parties. In many cases, a contract is an actual written document, signed by both parties. But this is not always necessarily the case.

What are the differences between express, implied and quasi-contracts?

Contract Formation

In the case of express and implied contracts, the legal effect of the agreement is the same. The difference between the two is the way in which the agreement is formed.

Express contracts are made by either written or oral agreement of the two parties. Written contracts are preferred in many types of business agreements because they offer both parties the most legal protection. In some cases, business contracts must be in writing, such as certain sales agreements or lease agreements. Express contracts can also be formed by oral agreement when a written agreement is not required by the statute of frauds.

Implied contracts, on the other hand, are formed by the conduct of the parties. If the behavior of two parties shows the intent to enter into an agreement, then a contract may be implied even in the absence of a written or oral agreement. Implied contracts are generally no less legally binding than express contracts.

Quasi-Contract

Although a quasi-contract is considered a type of contract and functions to achieve the same result as a contract would in many instances, it is not actually a contract in the traditional sense. Rather, a quasi-contract is created by a court in order to avoid unjust enrichment.

Quasi-contracts are typically used in situations where the absence of an express or implied contract will create an unjust result. A quasi-contract is a form of equitable relief, allowing a plaintiff to recover the value of a benefit conferred upon a defendant who would not otherwise be obligated to pay.

Learn more about drafting, enforcing, and understanding business contracts at FindLaw's section on Business Contracts and Forms.

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• Find Business and Commercial Lawyers Near You (FindLaw's Lawyer Directory)
• 3 Ways to Get Out of a Business Contract (FindLaw's Free Enterprise)
• Do Contracts Need to Be Notarized or Witnessed? (FindLaw's Free Enterprise)
• 5 Tips When Drafting a Web Design Contract (FindLaw's Free Enterprise)