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Contract Law
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Contract Law
Privity of Contract
- Contract Terms
- Statements that form agreement between parties
- Representations
- Sales Pitch
- Conditions, Warranties and Innominate Terms
- Conditions
- fundamental part of contract
- Breach gives right to repudiate
- Carry on but sue for damages
- fundamental part of contract
- Innominate
- Rights on breach depend on consequences
- recognised by courts
- Warranties
- not fundamental to contract’s overall purpose
- No right to repudiate
- Breach gives right to damages
- not fundamental to contract’s overall purpose
- Conditions
- Express and Implied Terms
- Express Terms are specified
- Implied Terms are not exoressly stated
- Custom
- Courts
- Parties to decide terms
- Implied: Van driver needs licence
- Parties to decide terms
- Statute
- Must include statutory terms
- Sale of Goods Act 1979
- Must include statutory terms
- Defective Contracts
- Mistake
- Unilateral
- one party mistaken about terms or subject matter of contract
- Mutual
- both parties at cross-purposes about the terms or subject
- Court consider if contract can be saved
- both parties at cross-purposes about the terms or subject
- Common
- Both mistaken about same terms
- Unilateral
- Misrepresentation
- Fraudulent
- Misrepresentation
- False Statement knowing it to be untrue
- Misrepresentation
- Negligent
- Statement made by defendant carelessly, whilst having no reasonable basis to believe it to be true
- Innocent
- Misstatement of fact made by a person who believes it is true
- Fraudulent
- Illegality
- Duress and undue influence
- Duress occurs when person enters into contract as a result of threats
- Undue influence when one person uses influence to persuade another to enter into contract to disadvantage of second
- Incapacity
- Mistake
- Those that party to contract
- Not third parties
- Exceptions
- Formal Benefits
- Party may transfer benefits (but not obligations) to another by means of written assignment
- Law of Agency
- Collateral
- Based on promises
- X makes promise to Y, In return Y enters separate contract with Z, and Z is aware of this
- Based on promises
- Statutory
- Express provision of statute overrides common law
- Motor Insurance
- Express provision of statute overrides common law
- Formal Benefits
- Contract Terms
Termination of Contract
- Discharge
- Performance
- Not Performed
- Partial Performance
- Doctrine of partial performance
- Quantum Meruit
- Mutual Agreement
- Breach
- Repudiatory
- Anticipatory
- Express
- Implied
- Frustration
- Performance
- Exclusions
- Remedies
- Damages
- Unliquidated Losses
- Remoteness of loss
- Measure of damages
- Liquidated
- Penalty Clauses
- Unliquidated Losses
- Specific Performance
- Injuction
- Recission
- Damages
- Discharge
Formation of Contract
- Intention
- Domestic (family) and Social (friends)
- Presumption - no intention to create legal contract
- Presumption may be 'rebutted' if evidence exist
- Commercial
- Strong presumption that parties created a legal contract
- Domestic (family) and Social (friends)
- Offer and Acceptance
- Termination of Offer before Acceptance
- Rejection of offer
- Offeree may reject offer
- Counter Offer
- Change of Terms
- Lapse Offer
- Time Limit
- Revocation
- Offeror Withdrawn Offer
- Acceptance of Offer
- May be written (includes electronic) or oral
- Special rules for acceptance by post
- Must be in both parties’ minds that post will be used
- Properly addressed, stamped and posted
- If offeree notified acceptance but offeror misses it owing to own carelessness - acceptance still good
- May be implied by actions
- Rejection of offer
- Legal contract is formed
- Offeror - the person who makes an offer
- Offeree - the person who receives an offer
- Offeror sets out terms
- When offer does not exist
- Intention of offer
- Letter of comfort (ie thinking of selling car
- Invitation to treat
- Advertisements, Shop Window Displays
- Providing Information
- Price?
- Intention of offer
- Termination of Offer before Acceptance
- Consideration
- Executed Consideration
- Action: doing something or giving something
- A forbearance: forbearing to act and not doing something i.e. giving up right or benefit
- Executory Consideration
- A promise of action or forbearance in future
- Must be sufficient (i.e. measurable)
- Payment in kind (not monetary)
- Past consideration is not valid
- Executed Consideration
- Freedom of Contract
- Intention
What is a Contract
- Legally binding agreement between two parties, in which each party agrees to do something in return for what other party has agreed to do