Without assuming prior legal knowledge, books in the Directions series introduce and guide readers through key points of law and legal debate. Questions, diagrams, and exercises help readers to engage fully with each subject and check their understanding as they progress. This introductory chapter explains how contract law is structured and how it fits into the overall scheme of the law of obligations and into English law more generally. It explains the boundaries between contract law, torts and unjust enrichment, and restitution. It also explains the wider range of situations covered by the law of contract, and puts the law of contract into its social and economic context.
Chapter
1. Introduction
Chapter
10. Frustration
Without assuming prior legal knowledge, books in the Directions series introduce and guide readers through key points of law and legal debate. Questions, diagrams and exercises help readers to engage fully with each subject and check their understanding as they progress. This chapter examines the frustration of a contract. Fundamental changes in the facts assumed by the parties, ‘frustrating events’ such as natural disasters and less catastrophic events may fundamentally change the parties’ obligations and frustrate the contract. Frustration of a contract brings the parties’ obligations to an end; a less substantial, non-frustrating event will have no effect and the parties must continue to perform their obligations even if they have become more onerous. The discussions cover the allocation of risk, examples of frustration, limits on frustration, effects of frustration and the Law Reform (Frustrated Contracts) Act 1943.
Chapter
4. Offer and acceptance: unilateral contracts
This chapter analyses the formation of unilateral contracts. A unilateral contract arises where O promises A something if A does a particular act which is not the making of a promise to O. A unilateral contract only imposes obligations on O. A is not obliged to do anything. A unilateral offer can be accepted by A regardless of A’s motive for doing the required act. However, A must know of the offer in order for a contract to be formed. O may not be able to revoke the offer if A has embarked upon performance. This will depend upon whether or not O has made an implied promise not to revoke the offer.
Chapter
1. What is equity?
This chapter defines equity. Equity is both a different system of law which recognizes rights and obligations that the common law does not, and a system which seeks to address the inherent gaps which can exist in following any set of rules. Equity plays a large, but largely hidden, role in all our lives. For instance, buying houses with a partner, borrowing money, investing in private or company pensions, making complex arrangements in a will, or preventing human rights abuse all use some form of mechanism developed in equity, such as trust. Thus, equity, even if we do not always appreciate it, intrudes into many parts of our lives.
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7. Principal and agent
This chapter highlights the relationship between principal and agent. It explains that the consent of the principal gives the agent their authority. Principals and agents have certain rights against each other which spring from their agency relationship, most of which may be contractual. The Commercial Agents (Council Directive) Regulations 1993 created rights and obligations for the parties involved in the commercial agency agreement. The chapter then looks at the rights and duties of the agent under general common law. It explains that the withdrawal of consent by either party effectively terminates their relationship and the agent's actual authority to bind the principal.
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10. Ending the Contract
This chapter discusses other ways in which a valid contract may be discharged, aside from the successful completion of established rights and duties. It also discusses possible remedies where a party breaches the contract. Under the normal rules of contract, a party is only discharged from a contract when that party has completed obligations under it. Having completed the contract each party is free of further obligations. A failure to complete the contract may lead to a breach of contract claim, although situations exist where the parties may release each other from further obligation—referred to as discharge by agreement—or the contract may have been partially or substantially performed. This chapter examines discharge through performance and agreement, how contracts may become frustrated, and the consequences and remedies following a breach of contract.
Book
Richard Taylor and Damian Taylor
Without assuming prior legal knowledge, books in the Directions series introduce and guide readers at undergraduate level through key points of law and legal debate. Questions, diagrams, and exercises help readers to engage fully with each subject and check their understanding as they progress. Contract Law Directions is a comprehensive guide, now in its ninth edition, to all aspects of contract law. It is structured in four parts. Part 1 looks at the creation of obligations. It considers agreement, intention to create legal regulations, and consideration and estoppel. Part 2 is about contents and borders and looks at positive terms, exemption clauses, and misrepresentation. Part 3 examines defects in terms of mistake, duress, undue influence, and unconscionable bargains. The final part explains finishing and enforcing obligations. It analyses frustration, damages, specific remedies, and privity and the interests of third parties.
Chapter
5. Positive terms
Without assuming prior legal knowledge, books in the Directions series introduce and guide readers through key points of law and legal debate. Questions, diagrams and exercises help readers to engage fully with each subject and check their understanding as they progress. The terms of the contract give substance to the contractual parties’ obligations. They lay down what each party is expected to do in performance of his obligations, and so it is crucial in any dispute to first establish the terms of the contract before looking to see whether one party has failed to perform his obligations. This chapter focuses on the positive terms of the contract. The discussions cover terms and representations; collateral warranties; implied terms; and conditions, warranties and innominate terms and the significance of the remedies, including termination, attached to each.
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7. Rights and Obligations
Katharine G Young
Human rights are grounds for obligations. This chapter reviews the methods by which international human rights treaties oblige states to promote and secure rights. Two prominent approaches to the determination of obligations are discussed. First, the tripartite typology that calls on states to respect, protect, and fulfil human rights is examined. Second, the chapter considers the distinction between absolute norms and those that may be subject to justifiable and proportionate limitation or derogation. Finally, the chapter discusses how globalization impacts our understanding of human rights obligations: from the importance of extraterritorial obligations to different models for monitoring and accountability which affect how obligations are understood and specified.
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4. Promoters and pre-incorporation contracts
Titles in the Core Text series take the reader straight to the heart of the subject, providing focused, concise, and reliable guides for students at all levels. This chapter focuses on one area where the motives of ‘promoters’ (that is, those who form a company) are relevant to the legal aspects of certain activities carried out in the company’s name, especially when they enter into contracts for the company prior to its formal registration. After defining the term ‘promoter’, the chapter discusses the fiduciary duties of promoters and the range of remedies available to the company against a promoter who breaches his fiduciary duties. It then considers problems involving contracts entered into prior to incorporation and the common law position on such contracts. It also explains pre-incorporation contracts, deeds, and obligations under s 51 of the Companies Act 2006 before concluding with an analysis of the issue of Brexit and its impact on corporate mobility.
