Practical Contract Law
Consequences of a contract dispute?
Management Time
Management Time
Stress
Loss of a customer
Loss of a customerFor ever!
Reputational harm
Reputational harm
And Lawyers are expensive
And Lawyers are expensiveVery expensive!
• You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting
• You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting• You discuss theservi...
• You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting• You discuss theservi...
There cannot possibly be a contract as it was onlya preliminary meetingThere cannot be a contract as we have not agreeda...
OfferIntentionAcceptanceConsideration
Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain terms
Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain term...
Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain term...
Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain term...
Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut th...
Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut th...
Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut th...
What should you have done?MAKE IT CLEAR THAT YOUDO NOT INTEND TO ENTERLEGAL RELATIONS
These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreemen...
These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
Another example• Alf tells a potential buyer that“someone else is interested” in amachine that he is trying to sell– This ...
• Alf tells a potential buyer that“someone else is interested” in amachine that he is trying to sell– This is not true– Th...
Simple steps can preventproblems arisingTrain salespeople in thebasicsPutsimpleprocessesin place
Simple steps can preventproblems arisingTrain salespeople in thebasicsPutsimpleprocessesin place
About usWe have been traininglawyers and businessesfor 20 yearsTRAINING
About usWe have been traininglawyers and businessesfor 20 yearsWe train lawyers andbusinesses in English lawTRAINING
About usWe have been traininglawyers and businessesfor 20 yearsWe are now designingeffective e-learning onpractical contra...
For more informationwww.legalandcommercial.cominfo@legalandcommercial.com
Practical Contract Law
Practical Contract Law
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Practical Contract Law

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Contract law in practice. Steps and processes.

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Practical Contract Law

  1. 1. Practical Contract Law
  2. 2. Consequences of a contract dispute?
  3. 3. Management Time
  4. 4. Management Time
  5. 5. Stress
  6. 6. Loss of a customer
  7. 7. Loss of a customerFor ever!
  8. 8. Reputational harm
  9. 9. Reputational harm
  10. 10. And Lawyers are expensive
  11. 11. And Lawyers are expensiveVery expensive!
  12. 12. • You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting
  13. 13. • You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting• You discuss theservices to besupplied and theprice• You shake hands andleave
  14. 14. • You have a meeting with Alpha Services, a potentialsupplier• You think it is a preliminary meeting• You discuss theservices to besupplied and theprice• You shake hands andleave• Alpha Services then e-mails you saying:“It is great to have entered a contract with you”
  15. 15. There cannot possibly be a contract as it was onlya preliminary meetingThere cannot be a contract as we have not agreedall the termsThe may well be a contract
  16. 16. OfferIntentionAcceptanceConsideration
  17. 17. Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain terms
  18. 18. Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain terms A court might identify an offer and an acceptance
  19. 19. Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain terms A court might identify an offer and an acceptance ‘Consideration’ is a legal term for an exchange of promisesThe exchange of promises might amount toconsideration
  20. 20. Back to the meeting At the meetingYou may have both made statementsA court might find that you have agreed certain terms A court might identify an offer and an acceptance ‘Consideration’ is a legal term for an exchange of promisesThe exchange of promises might amount toconsideration But did you intend to be legally-bound?
  21. 21. Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut the intention
  22. 22. Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut the intention But surely you did not agree all the terms?A court may find that you have agreed sufficient termsfor a contract to come into existenceThe court may fill in the gaps
  23. 23. Intention? In a commercial settingThere is a presumption that you intended to be legally-boundYou will have to rebut the intention Buy you did not agree all the terms?A court may find that you have agreed sufficient termsfor a contract to come into existenceThe court may fill in the gapsSo there may be acontractThere may becontract
  24. 24. What should you have done?MAKE IT CLEAR THAT YOUDO NOT INTEND TO ENTERLEGAL RELATIONS
  25. 25. These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
  26. 26. These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
  27. 27. These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
  28. 28. These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreementDRAFTCONTRACTS‘Subject to Contract’
  29. 29. These discussions are subject to contractWe do not intend to enter a contract until wehave signed a final written agreement
  30. 30. Another example• Alf tells a potential buyer that“someone else is interested” in amachine that he is trying to sell– This is not true– The buyer purchases themachine– Alf has made a fraudulentmisrepresentation– This could prove very costly
  31. 31. • Alf tells a potential buyer that“someone else is interested” in amachine that he is trying to sell– This is not true– The buyer purchases themachine– Alf has made a fraudulentmisrepresentation– This could prove very costlyAnother example• In one recent case• Contract value was £48m• Liability cap was £30m• Fraudulentmisrepresentation!• Claim for over £700m• Settled for £319m
  32. 32. Simple steps can preventproblems arisingTrain salespeople in thebasicsPutsimpleprocessesin place
  33. 33. Simple steps can preventproblems arisingTrain salespeople in thebasicsPutsimpleprocessesin place
  34. 34. About usWe have been traininglawyers and businessesfor 20 yearsTRAINING
  35. 35. About usWe have been traininglawyers and businessesfor 20 yearsWe train lawyers andbusinesses in English lawTRAINING
  36. 36. About usWe have been traininglawyers and businessesfor 20 yearsWe are now designingeffective e-learning onpractical contract law tocomplement our face-to-face trainingWe train lawyers andbusinesses in English lawTRAINING
  37. 37. For more informationwww.legalandcommercial.cominfo@legalandcommercial.com

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