Contract Law - Week 23a lecture Revision - Contents of the contracts, mis rep Contents of the contract - terms or representations · Key question is whether content can be defined as terms or representations · Statements may be made prior to the finalisation of a contract (ie during negotiations). . Questions arise when there are disputes as to whether or not the statements were intended to form part of the contract. . If such a statement amounts to a promise which forms part of the contract, a party in breach will be liable for the full range of contractual remedies. . If the statement turns out not to be a term (ie not part of the contract), and turns out to be untrue, it may still give rise to remedies, but on a restricted basis. . Essentially in terms of pre-contractual statements the key issue is whether they should be construed as terns of the contract or mere representations . If turn out to be misrepresentations there can still be remedies but different than if it was a term of the contract Identifying the terms Approach of the courts: . Focus on the intentions of the parties- did the parties actually intend the statement to be contractually binding? · Detached objectivity- what would a reasonable third party have taken the parties to have intended? ie objective test . In determining these, the courts consider a number of factors. Factors 1. Knowledge of parties- Oscar Chess Ltd v Williams (1957); Bentley (Dick) Prod. v Smith (Harold) Motors Ltd (1965). 2. Reliance/Importance at the time - Schawel v Reade (1913); Bannerman v White (1861) - hopps not being made with sulphur 3. Writing/ Parol evidence rule- when parties have recorded the whole of their contract in writing, there is a presumption that the written document is the whole contract- Shogun Finance Ltd v Hudson (2003). Collateral contracts Where parties may have had oral conversation upon which other party is then induced to go into the contract - court holds those oral conversations can form a collateral contract · De Lassalle v Guildford (1901) . Esso Petroleum Co Ltd v Mardon (1976) · City and Westminster Properties v Mudd (1959) - where tenant was promised he could use property for other uses than trade · Shanklin Pier Ltd v Detel Products Ltd (1951) Cases highlight there could be pre-contractual statements that aren't written into the contract but will be interpreted as forming part of the contract - were quite key to the party entering into the contract
Contents - incorporation · Signature- L'Estrange v Graucob (1934) o Is position of law that if party signs a document and document includes terms and conditions that party will be bound to those terms and conditions due to the fact that they signed it o Almost conclusive - however there are exceptions - obtained by fraud · Reasonable notice- Parker v South Eastern Railway (1877) - C had deposited luggage in cloak room, document saying