Consumer Protections in Phone Contracts

p3 unit 21
P3: outline how consumers are protected in contracts for the sale of goods Using the phone contract
selected in P1 and focusing on the customers this briefing sheet will provide an explanation of how
a contract protects the customers and what happens if that contract is breached. Definition of Goods:
Goods are any form of products that are supplied to consumers for their convenience. They are
generally modelled as having diminishing marginal utility. Ultimately, whether an object is a good
or a bad depends on each individual consumer and therefore, it is important to realize that not all
goods are good all the time and not all goods are goods to all people. Sourced:
http://en.wikipedia.org/wiki/Good_(economics) Role of the Sales of ... Show more content on
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There is an implied condition for this was they are fit for the particular purpose, this means that the
buyer (consumer) has expressly or impliedly known to the seller. Satisfactory quality: The
satisfactory quality is where the sellers sell goods for the good of their business; there is an implied
term that the goods that is supplied are of the right satisfactory quality. However except to the extent
of defects which are brought straight to the buyer's attention, this will be done before the contract is
made meaning that T–Mobile will need to sell satisfactory quality to their consumers. Conclusion:
Overall in the briefing sheet I have made sure that all evidence is provided, also that a clear
explanation is made of how a contract protects the consumer and what happens if that contract is
breached. Mainly information is suggested on the different conditions made by the sales of goods
act such as title, description, fitness for purpose and also satisfactory quality. Factors that invalidate
contracts: There are many factors that can make a contract invalidated, which means that the
contracts cannot be used anymore, such as the following: Misrepresentation: Misrepresentation is
where there is a false statement in the contract which is made by one of the parties to the
... Get more on HelpWriting.net ...

St Albans City Dc V International Computers Ltd
St Albans City and DC v International Computers Ltd [1996] 4 All ER 481 The case of St Albans
City DC v International Computers Ltd, which took place in the year 1996 at the court of appeal,
concerned the sale of computer software between a council body and a large software company. St
Albans District Council had the responsibility to collect a poll tax from its residents. The council
hired, International Computer Limited, via invitation to tender, to provide them with the software to
calculate the population required to pay the community charge. A software malfunction resulted in
an over calculation of the population by approximately 3000 people. Consequently the council lost
£484,000 (primary loss) in revenue, plus an additional £830,886 by way of interest and a further loss
of £685,000 (secondary loss). As a result of the loss, St Albans District Council sued International
Computers Limited for breach of contract. Ratio Decidendi St Albans district council were awarded
damages of £1,314,846, however, on appeal this was reduced to allow St Albans District Council to
only recover the secondary losses of £685,000 as well as £145,886 interest, this was due to the fact
that the primary loss of £484,000 had already been recovered from the poll tax payers in the
subsequent year. Obiter Dicta Lord Glidewell stated that he agreed with the decision made by
Nourse LJ, that International Computers Limited were in breach of an express term of their contract
with St Albans City

The Doctrine Of Freedom Of Contract
The particular focus of this essay is on how terms are implied. This is central because the courts
intervene and impose implied terms when they believe that in addition to the terms the parties have
expressly agreed on, other terms must be implied into the contract. Gillies argued that the courts
have become more interventionist in protecting the rights of contracting parties thereby encroaching
upon the notion of freedom of contract. The doctrine of freedom of contract is a prevailing
philosophy which upholds the idea that parties to a contract should be at liberty to agree on their
own terms without the interference of the courts or legislature. Implied terms can be viewed as a
technique of construction or interpretation of contracts. It has been argued that the courts are
interfering too much in their approach to determine and interpret the terms of a contract. The aim of
this essay is to explore this argument further and in doing so consider whether freedom of contract is
lost due to courts imposing implied terms. The essay will outline how the common law implies
terms. The final part of the essay will examine whether Parliament, by means of a statute, or terms
implied by custom restrict freedom in a contract. An overall conclusion on the issue will be reached.
On the one hand it is evident that terms implied at common law can be 'implied in law' or 'implied in
fact'. Terms implied as a matter of fact are said to give effect to unexpressed intentions of the

Questions on Contract Performance Data, Patents, and...
Contract Performance Data, Patents, and Copyrights Discuss at least one (1) aspect of contract
performance that is likely to cause difficulties in your current or future position. Describe a strategy
for overcoming this difficulty. Material delivery problems can present challenges to successful
contract performance, particularly if the customer experiences long delays, is required to halt
production, and/or misses important deadlines (Working and Material Shortages, 2006).
Repercussions for poor contract performance include requests for a per–day down time payment or
legal action if there are penalty clauses within the contract for non–delivery or late delivery. In
addition, problems of destroy the potential for referrals for new business and clients and limit
prospects for a long–term relationship with the customer. In order to safeguard against these
challenge, proper planning and a constraint analysis of project resources is required (Worker and
Material Shortages, 2006). It is important to fully understand the contract language and all penalty
clauses at the onset of the project. Contractors should have an intimate knowledge of and
communication within their own supply chain. A materials shipment tracking software can help with
planning and maintaining transparency with inventory. Further, it is critical to develop a contingency
plan for supply shortages. This may include identifying alternate suppliers or suitable replacement
materials in the event of an emergency. It

Why Does The Right Contract Be A Standard Form Contract?
There is clearly a contract here. The offer has been agreed and carried out for three continuing
weeks without any problem. Consideration was given by the promisee. We are facing a standard–
form contract. Here, there are two main claims. Wether Brian is contractually obliged or not, to pay
the three months rental payments, and the cancellation charge of 250£ as the result of his breach of
contract for non performance of his obligation. Finally, wether EverEager is liable for Brian's loss of
income, and loss of business. Both claims depend on the incorporation of the limitation clauses
inserted in the terms and conditions of EverEager's website. Either because the leaflet given by the
assistant gave reasonable notice of the clause, or ... Show more content on Helpwriting.net ...
According to the court of appeal in Grogan v Robin Meredith Plant Hire (1996), the document was
held not have contractual effect, despite being signed. the document was a time sheet for the hire of
machinery which stated, at the bottom of the page, that « all hire undertaken CPA conditions. copies
available on request ». it was held that the indemnity clause contained in the CPA conditions was not
incorporated into the contract as a result of the signature on the time sheet. the court must decide
wether the document is considered as a contractual document, having contractual effect, or an
administrative document, enabling the parties to give effect to their prior agreement. to find wether
the document was meant to have contractual effect, the court must consider, the nature, purpose, and
the circumstances of the document. in that case, the court focused on the nature of the document.
Brian would possibly not be bound by his signature of the document, as it was only a brief summary
of the terms and conditions that could be found on the website of EverEager. It even stated: « the
key points are a useful guide to the agreement, but aren't par of it ». Following the precedent
established in Grogan v Robin, the purpose of the document would probably be considered by the
court as not giving contractual effect to the document. the clauses contained in the document are
then, not incorporated in the contract. Therefore, EverEager would probably

Chamber of Commerce of the United States vs. Whiting: Case...
Chamber of Commerce of the United States v. Whiting
On November 6, 1986 the "Immigration Reform and Control Act (IRCA) was signed into law with
its purpose being to "reform/re–assess the status of unauthorized immigrants set forth in the
Immigration and Nationality Act." ("1986 Immigration") But this legislation would have unexpected
consequences when, almost three decades later, the State of Arizona passed the "Legal Arizona
Workers Act" providing for the suspension and/or loss of business licenses of employers within the
state who intentionally hire undocumented aliens. ("Chamber of Commerce of the United States")
The Chamber of Commerce of the United States challenged the law in court under the presumption
that the new Arizona law was in violation of the 1986 federal Immigration Reform and Control Act.
According to the Chamber of Commerce, the IRCA "prohibits states from establishing their own
enforcement scheme to sanction businesses that hire unauthorized immigrants." ("Chamber of
Commerce v. Whiting") They also argued that the law's use of E–Verify to confirm a potential
employee's legal status, conflicted the federal law's provision to make the system voluntary. In a 5–
3, the Supreme Court of the United States upheld the Arizona law. It has been estimated that in 2007
there were close to 12 million unauthorized workers in the Untied States. ("No. 09–115") To combat
what they saw as a "problem," the Arizona state legislature passed the Legal Arizona Workers Act

Business Law: Executory Contract Law
Concerning your first post, I agree that an implied–in–fact contract exists. However, the case does
not seem to fulfill conditions of an executory contract. This is due to an executory contract is simply
an "agreement consisting of a set of promises...before any promises are carried out" (Business law
and the Legal Environment, 2014, pg.289). In the implied contract here, Fran promises candy in
exchange for payment, while Ed promises payment in exchange for candy. Fran has delivered on her
promise of providing candy to Ed. This would make this an apartially executed contract, in that Fran
has executed her side of the contract (Business law and the Legal Environment, 2014, pg.289).
When Ed pays for the candy, both sides will have performed their respective sides of the contract
and the contract will become an executed contract. On the case of Carol and BNI, I misconstrued
this at first. I do think you are correct in that the initial communication by Carol did not meet the
requirements of a counteroffer. Carol never explicitly stated or implied that she wouldn't agree to the
terms of the contract. This was a mere inquiry into the flexibility of the terms of the offer. As such, I
agree with you that Carol and BNI have established a contract. ... Show more content on
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You stated that "there was no real legal detriment to Garth". However, I believe there was in the
deprivation of his liberties to engage in any lifestyle he chose. There may have been no actual
detriment, but I do believe that there was certainly legal detriment to Garth. In this case, there was
forbearance on Garth's part. Garth is legally able to weigh as much as he wanted, but in being in
contract to Flossy, he suffered a loss of this right (Business law and the Legal Environment, 2014,
pg.370). The real question I had here was whether the courts would be able to assign a dollar
amount figure to the denial of his liberties for two

Termination for Convenience Clauses in Building...
1. Infrastructure, building and construction contracts often contain so called "termination for
convenience" provisions, operating independently of breach, default or frustration. Termination of a
contract has been considered as the legal consequence of certain kinds of breach, repudiation or
frustration. Frustration is automatic. Breach and repudiation arise where default has occurred. 2.
Provisions for termination at the convenience of, or at the will of the contracting parties, or any one
or more of them, have become known as "termination for convenience provisions" (referred to in
this paper as "TFC") or "termination at will" provisions. 3. TFC can be invoked in circumstances
agreed by the contracting parties (for example, at ... Show more content on Helpwriting.net ...
The decision in The Amphitrite was controversial, but the existence of the doctrine was not. Thus,
citing The Amphitrite, Mason J. said: "in the absence of specific words, an undertaking which would
affect the exercise of discretionary powers to be exercised for the public good, should not be
imputed to the Commonwealth". 10. Although the existence of the principle was not doubted, the
reasoning of Rowlatt J. seemed to be that no contract existed at all because of the doctrine. The
reasoning suggested an absence of capacity to contract. If so, The Amphitrite was wrongly decided .
The circumstances in which the doctrine applied and consequences of its application have not
proceeded on the basis of an absence of capacity in the Crown and its instrumentalities to contract.
Rather, issues of damages for breach or compensation were pursued. 11. There is no doubt about the
existence of the Doctrine in Australia and the United Kingdom. Its application was implicit and
overriding, albeit within a narrow compass. A contract validly entered, could not bind a government
or statutory corporation from exercising its statutory powers, absent some statutory prohibition, to
the prejudice of the other party. Strictly, properly invoking the doctrine was not a breach of contract.
Neither was it a frustrating event. It did not sound in damages contrary to the argument of Hogg.
Invoking the doctrine to terminate a contract may be the subject of administrative review

Fine Furniture Case Summary
Fine Furniture, Inc. and Jaguar Interiors both agreed to terms of a sales contract. A contract involves
two or more parties promising to perform an action in exchange for consideration. Consideration is
what each party receives in return for each party's promise in the contract. In this example, a sale of
goods was involved. A sale means that the seller is passing title, or ownership, of the goods to the
buyer for a price. Goods are physical items that can be moved at the time of identification to the
contract. In this scenario, Fine Furniture, Inc., a furniture manufacturer, offered to sell 1,000 dining
room chairs to a buyer, Jaguar Interiors, for the price of $100,000. The sale of goods is the proposed
offer of 1,000 dining room chairs for $100,000 in ... Show more content on Helpwriting.net ...
This grants her special rights and privileges. Nora drove to her bank, Bank of the Homeland, to
deposit the check into her checking account. Unfortunately, before she even stepped into her car to
drive, the check fell out of her pocketbook and onto the street. A gust of wind sent the check onto
the street corner and an anonymous woman picked it up. Later that day, the woman cashed the check
at a different Bank of the Homeland. After four weeks, Nora noticed that the check was processed
and she subsequently called the vice president of her Bank of Homelands branch. She wants the
$542 from the paycheck to be credited to her checking account. The vice president says that she will
"look into it" and unfortunately for Nora, does not guarantee a resolution to the problem. There are a
number of issues to analyze here. First of all, Nora is a holder in due course and this does grant her
rights and freedom, from defenses such as fraud in the inducement in the underlying contract,
illegality, and duress. However, this does not mean that the bank is liable in this

Essay on exclusion clauses
Aspects of Contract and Negligence for Business (ACNB) LECTURE 6 TOPIC: Exclusion Clauses
Aim: to explore the legal effects of exclusion clause in contracts Objectives I. Meaning of exclusion
clause II. Describe and apply the two main legal requirements governing the legality of exclusion
clauses in contract a) Common law rules/controls– judicial process b) Statutory rules /controls
WHAT IS AN EXCLUSION CLAUSE? An exclusion or exemption clause is a clause that seeks to
exclude a party's liability when there is a breach of the contract) Example: Grace hires a powerful
laptop together with suitable software for her job from Office Supplies Ltd. Grace signed a written
hire contract with ... Show more content on Helpwriting.net ...
The dress was badly stained in the course of cleaning. Decision: Liability for damage to the wedding
dress was not excluded due to misrepresentation of the clause as to the effect of the document which
she signed. She was entitled to assume that she was running he risk of damage to beads and sequins
only. Activity 1: Group 2 Learners in a group: 5 mins A contract between Peter and Quinton includes
a clause excluding Peter's liability in certain circumstances. When Quinton enquires as to the
meaning of this clause, Peter replies that she does not wish to provide oral interpretation, but that
Quinton must read the clause herself. She reads the clause and signs the contract. Peter later seeks to
rely on the exclusion clause, and Quinton claims that Peter should have interpreted the clause for
her. The clause itself is not misleadingly phrased. Consider whether Quinton is likely to be able to
prevent Peter from relying on the cause. Activity1 Feedback Incorporation of an exclusion clause by
Notice a) An exclusion clause will not be incorporated into a contract unless the party affected
actually knew of it, or was given sufficient notice of it. b) In order for notice to be adequate, the
document bearing the exclusion clause must be an integral part of the contract and given at the time
the contract is made. Chapleton v Barry UDC –1940)

Basic Purpose Of UCA 1977
C. THE UNFAIR CONTRACT TERMS ACT 1977
The basic purpose of UCTA 1977 is to restrict the extent to which liability in a contract can be
excluded for breach of contract and negligence, largely by reference to a reasonableness
requirement, but in some cases by a specific prohibition.
S.6(2) states that as against a person dealing as consumer, liability for breach of the obligations
arising from ss.13, 14 or 15 of the Sale of Goods Act 1979 (seller's implied undertakings as to
conformity of goods with description or sample, or as to their quality or fitness for a particular
purpose) cannot be excluded or restricted by reference to any contract term.
Exclusion clauses subject to reasonableness
S.6(3) states that as against a person dealing ... Show more content on Helpwriting.net ...
(2) Whether the customer received an inducement to agree to the term. (The supplier may have
offered the customer a choice: a lower price but subject to an exemption clause or a higher price
without the exemption.)
(3) Whether the customer knew or ought reasonably to have known of the existence and extent of
the term.
(4) Where the term excludes or restricts any relevant liability if some condition is not complied with,
whether it was reasonable at the time of the contract to expect that compliance with that condition
would be practicable.
(5) Whether the goods were manufactured, processed or adapted to the special order of the custom
The Regulations apply, with certain exceptions, to unfair terms in contracts concluded between a
consumer and a seller or supplier and provide that an unfair term is one which has not been
individually

What Are The Advantages And Disadvantages Of A...
INTRODUCTION
Because of their nature as being protracted contracts of an excessive cost, shipbuilding contracts
may entail a number of serious risks for both their counterparts, that may result to great damage in
their financial standing.
While at the past years the shipbuilding market witnessed a period of economic boom, with a great
number of shipowners ordering ships from the shipyards of China, Korea and Japan (the dominants
of the newbuilding sector) and signing the relevant shipbuilding contracts, the economic crisis of
2008, affecting the world/global/worldwide market as well as the shipbuilding market, came to
cause great pressure and anxiety to the Buyers in the above mentioned shipbuilding contracts, who
felt now more than ever ... Show more content on Helpwriting.net ...
DIFFERENT TYPES OF CONTRACTUAL TERMS – PROPER DRAFTING FOR THE
IDENTIFICATION OF CONDITIONS AND INNOMINATE TERMS
An other challenge for the draftsmen of a shipbuilding contact is to manage to illustrate clearly and
undoubtedly the true willing of the counterparts and more importantly the terms of the contract that
are of such importance to the parties that without their inclusion in the contract they would not have
contracted at the first place or a breach of whom makes the contract substantially different from that
the parties intended.
In a breach of such a term the parties do no longer have an interest on continuing the contract, since
that term is vital for the whole agreement.
Such a term is considered to be a condition that usually refers to the main points and aspects of the
contract, in the root of the deal/agreement, rather than in details of little

The Doctrine Of Privity : Few Friends By The End Of The...
The doctrine of privity had "few friends" by the end of the 1900's for a number of reasons because
in the cases that I have mentioned throughout this essay, some judges seem to avoid using the privity
rule in cases when it would apply and only when the Act was later reformed judges had said this rule
should have been used on past cases. The doctrine of privity has two distinct general rules one being
that a third party cannot be subject to a burden by a contract to which he is not a party to. This is
uncontroversial. The second rule includes that, a person who is not a third party to a contract cannot
sue from it to obtain the promised performance, even at first instance the contract was set out to
benefit the individual. The origins ... Show more content on Helpwriting.net ...
On the contrary, it is now established that no stranger to the consideration can take advantage of a
contract, although made for his benefit". Confirmation of the House of Lords can be seen in three
cases: 1) Dunlop v Selfridge [1915] In this case the majority decided that Dunlop had not provided
any consideration to buy Selfridges promise. The consideration had been provided by Dew. But
Viscount Haldane held that independently of the need of consideration, there was a fundamental
principle that "only a party to a contact can be sued on it" and therefore Dunlop was not in any way
a party to the contract but it was actually between Dew and Selfridge. Viscount Haldane LC "My
lords, in the law of England, certain principles are fundamental. One is that only a person who is a
party to a contract can sue on it. Our law knows nothing of a jus quaesitum [third party right] arising
by way of a contract. Such right might be conferred on a stranger to a contract to enforce the
contract in person. A second principle is that if a person with whom a contract, not under seal has
been made is to be able to enforce its consideration, must be given to him to the promisor or to some
other person at the promisor request" By looking at the doctrine of privty you can clearly state it is
closely linked to the rule of consideration, being moved from the

Usyd Claw1001 Paper
hContents 1. Introduction 2. Relevant Facts and Relevant Issues 3. Ratio/Rationes 4. Evaluate
Court's decision 5. Reach a conclusion
Introduction
The area of law to be discussed would be implied 'terms of a contract which are not agreed by the
parties.' They are terms which are related to 'contingencies which might affect the contract of
employment in this case.' This is what 'parties intended but left unwritten in the gap of a contract.'
There are five conditions by which a contract would be satisfied before a term would be implied.
They are 'reasonable and equitable, necessary to give business efficacy so no term will be implied if
... Show more content on Helpwriting.net ...
The first argument is supported from the Transport Workers Airlines Award 1988 similar to the case
of Mallinson and Scottish Australian Investment Co Ltd 'where an employee tried to recover in the
New South Wales District Courts the difference between the award rate and the lesser amount which
he had been paid.'
The second argument concluded from BP Refinery Pty Ltd v Shire of Hastings is that 'it is not
necessary to imply a term in the form of c11(a) for reasonable or effective contract of employment
in all circumstances.'
The third argument should be implied because that terms may be implied through custom/trade
usage where term may sometimes be implied by reason of established custom which includes
established practice in the industry. The agreement from the statute can be used in supporting the
appellant's argument that the term be imported into the contract.
Ratio/Rationes
'The ratio decidendi is termination of employment by an employer shall not be harsh, unjust or
unreasonable and termination of employment shall include termination with or without notice.'
Implied terms and imported terms will be brought into view to whether termination of the
employment from the baggar handlers is reasonable or unreasonable.
Evaluate Court's decision
The court's decision of termination of the appellants' employment was not totally reasonable enough
to terminate employment.
The Implied argument that the 'implied term of contract of employment should be rejected' as

Law of Sale of Goods (Part I)
Topic 12 1. 2. 3. 4. 5. Law of Sale of Goods (Part I) LEARNING OUTCOMES By the end of this
topic, you should be able to: Define the meaning of goods; Describe the classification of goods;
Differentiate a contract of sale and an agreement to sell; Explain the implied terms in a contract of
sale of goods; and Identify the importance of transfer of property in the goods. INTRODUCTION
The Sale of Goods Act 1957 (Revised 1989) is the statute applicable to sale of goods in Peninsular
Malaysia. For Sabah and Sarawak, the law of sale of goods is governed by Section 5(2) of the Civil
Law Act 1956. It provides that: „The law to be administered shall be the same as would be
administered in England in the like case at the corresponding period.‰ In ... Show more content on
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Alternately, an owner of certain goods may not have the goods in his possession. In an agreement to
sell, the goods still belong to the seller. Consequently, if the buyer breaches an agreement to sell, the
seller may sue for unliquidated damages. If the seller breaches an agreement to sell, the buyer has
only a personal remedy for damages against the seller. Whereas in a sale, if the buyer fails to pay,
the seller can sue for the contract price because ownership has passed to the buyer. 12.3 TERM OF
CONTRACT The conditions and warranties in contract of sale of goods are provided in Section 12
of the Sale of Goods Act 1957. A condition under Section 12(2) is: „A stipulation essential to the
main purpose of the contract, the breach of which gives rise to a right to treat the contract as
repudiated.‰ 200 TOPIC 12 LAW OF SALE OF GOODS (PART I) A warranty under Section
12(3) is: „A stipulation collateral to the main purpose of the contract, the breach of which give rise
to a claim for damages but not a right to reject the goods and treat the contract as repudiated.‰
According to Section 12(4): „Whether a stipulation in a contract of sale is a condition or a warranty
depends in each case on the construction of the contract. The stipulation may be a condition, though
called a warranty in the contract.‰ There are circumstances which permit the buyer to treat a breach
of condition as a breach of warranty, as provided in

International Trade : An Essential Cog At Modern Day Business
I Introduction
International trade has a timeline that dates back to the 19th century BC where the Assyrian
merchant colony existed. Ever since, international trade has evolved more elaborate, more
important, and has proved to become an essential cog to modern day business. It is for this reason
that integral shipping agreements have been placed to mediate the responsibilities and liabilities
between exporters and importers. There are different types of agreements that can be made that are
preferred by the exporter/importer, but all with the purpose of reducing transactional confusion.
This essay discusses the attractiveness of cost, insurance and freight (CIF) and free on board (FOB)
contracts by comparing and contrasting their pros and ... Show more content on Helpwriting.net ...
In the classic FOB framework, it is still the importer who nominates the shipping vessel, but then it
is the exporter who remains a party to the contract of carriage until up until the moment s/he take
out the bill of lading in the name of the importer. The additional services FOB framework, in
essence is the reverse of the strict FOB framework. The exporter assumes responsibility for the
nomination of vessel and contract of carriage and may take out the bill of lading in his/her name.
The variations of FOB make it a more flexible option that some exporters may be inclined to
choose. However there is more that needs to be discussed before one can come to conclusion.
II Passing of Ownership and Risk for CIF and FOB Contracts
Lord Wright stated that a CIF contract is "a type of contract which is more widely and more
frequently in use than any other contract used for the purposes of sea–borne commerce." The
exporter is obliged to obtain a bill of lading and insurance policy and send it to the importer along
with an invoice for payment, where the buyer will pay upon receiving the documentation. In the
case of Diamond Alkali v Bourgeois, McCardie affirmed that the only form of a correct transaction
was if there was an on board bill of lading. His opinion stems from the Lickbarrow v Mason case
where the on board bill of lading was aligned with the trade custom and so considered the bill of
lading as a document of title at common law. However, if proved via

Sale Of Goods Act 1979 : Inclusive And Analyse The...
Introduction: In this assignment I will explain the implied terms under the Sale of Goods Act 1979
ss12–14 inclusive and analyse the effectiveness and application of these sections. Furthermore I will
use relevant case law and academic research to support my arguments. The implied conditions
which was originally introduced by Sales Of Goods Act 1893 but can now be found in Sections 12–
15 of the Sales of Goods Act 1979. Contracts for Sales Of Goods are governed by the Sales of
Goods Act 1979, not just the consumer contracts, therefore this act has been amended by the Sale
and Supply of Goods to Consumers Regulations 2002, which implemented Directive 1999/44. The
Sales Of Goods Act 1979 is crucial for consumers as it refers to laws that ... Show more content on
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The SGR's are there for consumers who are entitled to goods of satisfactory quality, taking account
of any description, the price and other circumstances. Therefore if there is an item that has a fault
that is present at the time of sale, the consumer can complain once it has been discovered. Hence the
aim for this Directive is to encourage people to shop across borders, knowing they have protection if
anything is wrong with the products they buy. Section 12 [1] The Right to Sell: S.B. Marsh and J.
Soulsby (2002,pp. 180–181) mentions that " an implied term on the part of the seller in the case of a
sale, he has the right to sell the goods, and in the case of an agreement to sell, he will have such a
right at the when the property is to pass" . S.12 (1) implies a term that the seller has the right to sell
the goods. This covers situations where the seller is selling stolen goods. This is known as condition.
Moreover a buyer who treats the contract as repudiated is entitled to return of the full purchase price
even if they have enjoyed use of the goods for some time. We can see an example in the following
case, In Rowland v Divall [1923] , it was held that the defendant did not have the right to sell the
goods, as he did not obtain good title from the thief. Ownership remained with the original owner.
However the defendant had 2 months use of the car, which he did not have to pay for, and the

The Transactions Between Bell Hospitality Limited
Question 1 The transactions between Bell Hospitality Limited (BHL) and Costbite Limited
(Costbite) is undoubtedly a dealing in the course of business and a sale of goods contract, therefore,
it will be governed by the Sale of Goods Act 1979. A contract of sale is a lawful agreement to
transfer the ownership of any particular goods in exchange for an approved monetary consideration
from the other party. This transfer of ownership is also known as the passing of property. The issues
highlighted by BHL focuses on if there is any passing of property and ultimately, who bears the risk
of goods that have been part of the contract. By discussing each of the goods – the 20 bottles of
Hollinger finest champagne, 12 bottles of Australian Premium white wine and the 12 bottles of
South African red wine – separately, we will be able to determine if the property has passed to BHL
and whether or not, Kerry bears the risk of the loss of the three goods due to the floods. Generally, it
should be noted that the transfer of ownership does not only occur when there is a handover of
psychical possession of the goods. At times, the seller may still have possession of the goods but the
ownership would have passed on to the buyer, and on certain occasions, the buyer would have
possession of the item but the ownership may still remain with the seller. Thus, many a times
uncertainties have risen due to the seemingly challenging task of needing to prove that they have
ownership over the goods but

Unsw Legt 1710 Assignment 2
LEGT 1710 BUSINESS LAW – ASSIGNMENT 2 1 Introduction Vincent is demanding
compensation from Claude for the damages incurred from the paints provided. Claude, however,
refuses this claim by arguing that he is protected by an exclusion clause – the words on the receipt
and sign. Given that negligence was apparent and that the exclusion clause did not fall foul of any
statutory regulations; whether Vincent will be successful in his claim, ultimately lies in the question
was Vincent bound by the words on the receipt or sign?. To reach a conclusion regarding this issue,
it is necessary to examine the following legal matters raised: 1 2 1. 2. 3. 2 Are these words
considered to have contractual effect? Were the damages that ... Show more content on
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15 Boots Cash Chemists (Southern) Ltd (1953), the sale and therefore the contract was taken to be
made at the point where the shop accepted the offer from the customer. However in the cases of
ticket machines, Lord Denning commented 16 that "the issue of this ticket was regarded as an
offer...if the customer took it and retained it without objection, his act was regarded as an acceptance
of the offer" – Thornton v Shoe Lane Parking (1971). As such, the point of acceptance by Claude is
taken to be the time when the contract was made. 17 A reasonable person would agree, the receipt
handed over by Claude would have taken place after the payment was accepted and therefore the
clause was introduced in a belated manner – as the judges in the previously mentioned case
Thornton v Shoe Land Parking (1971) inferred notice of the exclusion clause should have been
given before the ticket was issued. 18 Consequently, Claude‟s only hope of being protected lies
within the clause printed on the sign at the counter. To be effectively exempt of any of Vincent‟s
claims, Claude must prove that Vincent knew of this clause or that reasonable notice was given prior
to the contract being made. 19 What constitutes "reasonable notice" is a question of the facts. 21 20
However, as stated

Sale of Goods Act 1979
Introduction During the nineteenth century there was a development in commercial law through the
common law and the process was achieved by codification of certain defined area. Sir Mackenzie
Chalmers drafted the following acts Bills of Exchange Act 1882, The Sale of Goods Act 1893 and
the Marine Insurance Act 1906 and out of these The Sale of Goods act was amended particularly by
the Supply of Goods Act 1973 and then the law solidified the Act as Sale of Goods Act 1979 which
came into existence on 1st January 1980.The 1979 act has itself be modified, mainly by the Sale and
Supply of Goods Act 1994 ,Sale of Goods Act 1995 and Sale and Supply of Goods to Consumers
Regulations 2002. Sale of Goods Act 1979 ... Show more content on Helpwriting.net ...
Based on this omission, seller defended pleading waiver. The failure of buyer's supervisor to spot
the discrepancy and resulted in the failure of defence. The omission amounted to a failure to
mitigate such that the buyers were only entitled to a minimum damage.. An express finding of fact is
not necessary in an arbitration award, provided that the essential findings may be "spelled out".
Before the amendment of Sale of Goods act 1979 in 1994 , If the seller breach even a minor term in
a condition in a contract of sale, the buyer will be entitled not only to compensation but also to
discard the goods and consider himself as discharged from his contractual obligations. Three
exceptions were created by the 1994 amendment. 1. The buyer is not dealing as a consumer 2. If the
condition broken is related to description, quality or sample implied by section 13,14 of the Sale of
Goods Act. 3. The breach is so minor that it would be irrational for the buyer to reject the goods.
Categorisation of terms into condition and warranty The issue of categorising terms into 'condition'
and 'warranty' primarily concerned with the decision as to whether rescission is available. The Sale
of Goods Act 1893 categorised terms for who's breach rescission is available as "conditions" and
where only damages are

Fun Film Plc Case Summary
In relation to Fun Film plc's current situation, the preliminary issue we must first identify is the
preceding to look at other issues arising from this case, is whether there was an intention to be
legally bound. The presumption of the intention to create legal relations refers to whether the parties,
via their agreement, wish to be enforced by contract law. Therefore, in this case, the courts must
determine whether this is an social/domestic agreements or a commercial arrangement. Firstly, we
distinguish the difference between domestic/social agreements and commercial agreements in order
to apply the precedents towards Fun Films plc's case; courts are generally reluctant to hold a
domestic/social agreement between two parties as legally binding ... Show more content on
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In contract law damages are a legal remedy available for a breach of contract. Damages are used as
an award of money to compensate the innocent parties. The primary function of damages in contract
law is to place the injured party in the position they would have been if the contract been performed
to its full agreement. Fun Film plc had lost money only down to the delay the film which they
suffered entirely, and readily, foreseeable losses far in excess of the hire charge for the film.
Example of damage in contract law is the case of Addis v Gramophone [1909] where the claimant
had been employed as a manager. The defendant relieved him of his services and replaced him with
someone else which was a breach of the contract. The claimant brought an action for breach of
contract under which he claims that the level of damages should reflect the circumstances in which
he was dismissed damaged his reputation and ability to find suitable employment.
Contract law seeks to put the parties in the position they would have been in had the contract been
performed. He was therefore limited to claiming wages and loss of commission during the
contractually agreed notice period. There was no right to exemplary damages or damage to
reputation in contract claims. Such claims would have to be actioned in the law of

An Evaluation Will Be Made Of Clause 35 Of Afrosa 's...
An evaluation will be made of Clause 35 of Afrosa's contract with Foghorn Cars. Accordingly, an
explanation will be made of the legal rules which relate to exclusion clauses with reference to the
Unfair Contract Terms Act 1977 and Sale of Goods Act 1979.
Terms may be implied into a contract in a number of ways. Primarily terms may be implied by
statute. Legislation may be implemented to protect parties where there may be inequality in
bargaining power, such as dealing with companies standard form contracts. An example of such
regulatory legislation is the Sale of Goods Act 1979 (SGA 1979) particularly sections 12–15 which
govern seller implied terms. Afrosa is dealing with Foghorn Cars standard form contract.
Section 2(1) SGA 1979 outlines that Afrosa's contract with Foghorn Cars is governed by the act as it
is a contract by which the Foghorn Cars has agreed to transfer property, that is, vehicles for a price
paid by Afrosa. Sections 13 and 14 SGA 1979 imply terms which are particularly relevant. Section
13(1) relates to "sale by description" and stipulates that the goods sold must correspond to the
description in the contract. There is no evidence in the facts to suggest that Foghorn Cars drew
Afrosa's attention to any defects in the goods. Therefore there should be no reason for the goods to
be defective regardless of the timeframe involved. Section 14(2) relates to the quality of the goods
sold and stipulates that the goods must be of "satisfactory quality". Despite the

Is Freedom Of Contract Outdated By Parliamentary And...
Is freedom of contract outdated by parliamentary and judicial intervention?
Freedom of contract is the right to choose ones contracting parties and to trade with them on any
terms and conditions one sees fit contract permits individuals to create their own legal rules, adapted
to their unique situations free from government interference, imposed values, and Judgments of
fairness. The main notion or ideology of "freedom of contract" was given one of it its most famous
legal expressions in 1875 by Sir George jessell. " men of full age and competent understanding shall
have the utmost liberty of contracting when entered into freely and voluntarily shall be held sacred
and shall be enforced by the courts of justice" "the courts are not too ... Show more content on
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A case example would be "Hutton v warren"
Another method would be terms implied as fact are based on the imputed intention of the parties and
the courts have more than one way to imply this within a contract and therefore two tests have been
developed, first of all the officious bystander test which originated from the shirlaw v southern
foundries 1926 ( remember to reference LJ mackinnon prima facie) which in practically "had an
officious bystander been present at the time the contract was being made and had suggested that a
such a term should be included, it must be obvious that both parties would have agreed to it.
The second test is the Business efficacy test (mention Moorcock) this asks whether the term is
necessary to give the contract business efficacy for instance would the contract make business sense
without it. The courts will only imply a term where is necessary to do so (contract law by Neil
Andrews 2015 pg 333 13.01 (4) ) but yet it is argued that (try to mention a case) "the officious by
stander test trumps the test in the Moorcock (1889): if a putative term which is supported by the
'business efficacy' does not also satisfy the 'officious bystander test' the courts will refuse to
recognise it as term to be implied in fact" (paraphrase this text:) (Contract law by Neil Andrews
2015 pg 342 13.10)
Furthermore "there would be circumstances in which courts will realise that the 'officious bystander'
rule cannot apply. (Try

The Case Brought Between Paola Faccini Dori And Recreb Srl
Jaclyn Clark The case brought between Paola Faccini Dori and Recreb Srl was brought before the
Court in March 1992. The case was brought for a preliminary ruling under Article 177 of the EEC
Treaty for the interpretation of Council directive 85/577/EEC. The directive is aimed at Consumer
protections in contracts which are negotiated away from business premises (OJ 1985 L 372, pg. 31,
hereinafter "the directive"). The main question was if the directive could be relied on in preceding's
between a trader and a consumer. On January 19th, 1989 Miss Faccini Dori and Interdiffusion SRL
concluded a contract for an English Language correspondence court away from Interdiffusion's
business premises at Milan Central Railway station. Miss Faccini ... Show more content on
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June 30th 1989 Recreb went to the Giudice Conciliatore di Firenze asking for them to step in and
order Miss Faccini Dori to pay, with interest, the agreed upon amount that was in the contract.
November 20th of the same year a judge ordered payment of Miss Faccini Dori. Miss Faccini Dori
then objected to the order stating she had already removed herself from the contract following the
directives instructions on how to do so. Italian law at the time had not yet taken steps to intergrade
the directive into national law even though the time in which they were given to implement the
directive into their national law was December 23rd 1987 and had already expired. The directive
was not implemented until March 3rd 1992 with the addition of the adoption of another legislative
act. Since the directive had not been transposed into national law during the material time of the
claim the national court was indecisive if the directives provisions could be ultimately applied. The
national court then referred the question to the Court for a preliminary ruling. One of the two
questions it referred to the Court was if the provisions in the directive dealing with cancellation are
unconditional and sufficiently suffice. In this regard The Court stated that Article 1(1) says the
directive applied to contracts made with a consumer when the trader, who is providing goods and
services, had independently organized to do business outside of its business premises

Transfer Of Risks Of International Sales Of Goods
Transfer of risks in international sales of goods
Item 1 Monograph
Atiyah P. S, Adams J. N, MacQueen H, The Sale of Goods ( 11th ed, Pearson Education Limited
2005)
This book focus on the domestic law of sale of goods. Chapter 20 in this book introduce transfer of
risk and frustration of contrast in Sale of Goods Act 1979. Firstly, this chapter give me a well–
rounded and clear understanding about the risk in the international sale of goods by comparing the
distinction between the doctrines of risk and frustration. Secondly, through the theoretical analysis
of the section 20 in Sale of Goods Act 1979, I could have the knowledge of comparatively the
specific provisions of passage of risk under two specific circumstances. Therefore, It is ... Show
more content on Helpwriting.net ...
The second part mainly expounds the relevant article about passing of risks in United Nations
Convention on Contracts for the International Sale of Goods( CISG ), which could help me to
explore the advantages and disadvantages of the delivery principle established by CISG in my
dissertation.
Item 3 Journal Article
Juana C, 'The interplay between Incoterms and the CISG' (2013) 32(1), Journal of Law &
Commerce 58
This article demonstrates that the CISG and Incoterms to some extent mutually supplement and
support each other in terms of passing of risk. Where the regulation provided by Incoterms is
inadequate, rules in CISG can supplement the Incoterm rules and vice versa. And these two
instructions both adopt the delivery principle. Therefore, in order to undertake a research about the
allocation of risk in my dissertation, it is better to combine CISG rules and trade terms in Incoterms
2010. In addition, by comparing CISG and Incoterms 2010, I could have the knowledge of similarity
on the risk rules that is both connecting the passing of risk to the transfer of physical possession, or
at least being placed in the position of having control over the goods. This article also expounded
some differences regarding risk allocation. For instance, the Incoterm rules revised the CISG's rules
on delivery

What Remedies Hilda Has Against Serious Suckers Ltd ( Ssl )
In this essay, it is required to discuss what remedies Hilda has against Serious Suckers Ltd(SSL).
This scenario is about performance, therefore, breach, loss, causation, remote and remedy of each
party will be discussed. In order to discuss, these statutes and cases will be applied to this scenario.
(1) The Sale of Goods Act 1979
(2) The Sale of Goods Act 1979
(3) Supply of Goods & Services Act 1982
(1) Bunge Corp v Tradax Export SA [1981] 1 WLR 711–condition
(2) Hadley v Baxendale [1854] EWHC J70–remoteness
(3) Ms Chaplin v Hicks [1911] 2 KB 786 –expectation loss
(4) Anglia Television v Reed [1971] 3WLR 528–reliance loss
First of all, the term between Hilda and SSL is breached. In this scenario, the obvious term is not
expressed, ... Show more content on Helpwriting.net ...
The fact that vacuum cleaner was not usable is condition, because nothing wrong happened without
the problem about vacuum cleaner. Basically condition is fundamental point of contract. In this case,
whether or not hoover was usable is fundamental as they have dealing with hoover. Next is about
loss between SSL and Hilda. As a result of breach of term, Hilda was unable to obtain a hoover for
her business. Consequently, she could not complete her job for Simon. As a result of her failure of
duty, she was unable to entitle to obtain a special fee for £2,000 from Simon. Because specific
amount of loss can be quantified, it is called expectation loss. 'Expectation loss will work to put the
claimant in the position where he would have been in, had contract been properly performed and it
will serve to counter lost expectation which includes loss of profits expected to arise out the
contract. Unless the profits can be valued precisely, it is unlikely to succeed. (Lecture slide)'. This is
emerged from Ms Chaplin v Hicks [1911] 2 KB 786. The claimant, Ms Chaplin applied for the
beauty contest. The top 50 is invited for the interview and the final 20 will gain the chance to be
hired by famous agency. Ms Chaplin remained as the top 50 but the letter reached her when it is too
late to join the interview. She sued for her loss of chance. As a result, the defendant was required to
recover her loss by paying money which is

Business Law Case Brief
Plaintiff Claus H. Henningsen purchased a car manufactured by defendant Chrysler Corporation,
from defendant Bloomfield Motors, Inc. His wife was injured while driving it and filed suit to
recover damages. The purchase order was a printed form, the typeface used becoming smaller and
less readable toward the bottom where the line for the purchaser's signature was. The smallest type
on the page appears in the last two paragraphs which include: "The front and back of this Order
comprise the entire agreement...no other agreement...has been...entered into, or will be recognized...I
have read the matter printed on the back...and agree to it...as if it were printed above my signature."
Plaintiff testimony indicates that he did not read the paragraphs ... Show more content on
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The Uniform Sales Act imposed obligations on the the seller not dependent upon express agreement
of the parties. When a manufacturer puts a new automobile in the stream of trade, an implied
warranty accompanies it. Although the express warranty in question seeked to limit the
manufacturer's liability to replacement of parts, disclaiming all other warranties, the conflicting
interests of the parties must be evaluated, based on social policy. Absent fraud, one who chooses not
to read a contract before signing cannot disavow it. The basic tenet of freedom to contract is
important. However, the warranty before us is a standardized form designed for mass use, imposed
upon the consumer. He must accept it to buy an automobile, with no bargaining. The gross
inequality of bargaining position occupied by the auto consumer is apparent. There is no
competition among the car makers in the area of express warranty. Because there is no competition
with respect to the protection guaranteed to the buyer, there is lacking an incentive to guarantee the
safe construction of the

Sale Of Goods Act 1979 Controls English Law Transactions
The Sale of Goods Act 1979 controls English law transactions between the purchaser and the seller
of goods; it also applies to contracts where involving a transfer of the property in goods or an
agreement to transfer a consideration in money. By s.13 SOGA 1979, where goods are sold by
description, the implication is that the goods will reflect the description. S.14 also states that the
seller of the goods must ensure that the goods sold are of satisfactory quality and also fit for
purpose. That is the daily purpose and other purposes that were specifically agreed upon between
the seller and buyer. The buyer is entitled to make a claim under the SOGA where the goods fail to
meet the requirement of satisfactory quality and fit for purpose the buyer is entitled to make a claim
S.15 deals with goods sold by sample which states that there is an implied term that the goods will
correspond to the sample quality. By s.13, it is necessary that goods sold by description corresponds
with the description given to it. Goods are sold by description where the purchaser is relying on the
description the seller the seller is providing since he has not seen the goods. According to Lord
Wright in Grant v Australian Knitting Mill "there is a sale by description even though the buyer is
buying something displayed before him on the counter, a thing is sold by description though it is
specific so long as it is sold not merely as the specific thing but as a thing corresponding to a

Exclusion Clauses : A Contract With Foghorn Cars Ltd Essay
The scenario in hand relates to exclusion clauses which are described as, '. . . terms whereby one
party seeks to disclaim or reduce his or her responsibility under the contract . . .' Wheeler and Shaw,
(1994). Afrosa has entered a contract with Foghorn Cars Ltd, which excludes Foghorn Cars Ltd
from liability for reimbursing defective goods, 'will refund the price of any defective goods and/or
resulting losses provided . . . communicated . . . no later than ten days . . . Thereafter, Foghorn
Company Ltd shall not otherwise be liable.' To incorporate an exclusion clause into a contract it
must either be a part of the contractual documentation, a consistent previous course of dealings, or
through notice. The clause in question is clause 35/88 found on pg.18/35 of the contract, confirming
the clause is undoubtedly a part of the contract. When incorporating an exclusion clause, clarity is
required. Lord Morton in Canada Steamship lines Ltd v The King (1952) set out three rules; rule (1)
being 'If the clause contains language which expressly exempts the party seeking to rely on the
clause . . . effect will be given to that provision.' The language used in clause 35 above seems to
satisfy this but if it were found not to be satisfying; the clause must then satisfy both the second and
third rule, before it can exclude liability. If uncertainty in present in the description of the exclusion
clause the contra proferentem rule would apply, this involves the ambiguity being

What Is the Current Laws Relating to the Implication of...
The current Victorian laws on the implication of the duty of good faith in commercial contracts run
in parallel with Commonwealth laws in this area. In both jurisdictions the law in respect to both the
scope and nature of the duty of good faith is relatively unsettled. Judicial and jurisdictional
discrepancies surrounding rulings on the duty of good faith is evident. This is the case even though
the High Court of Australia has acknowledged the existence and potential scope of the duty of good
faith as important issues It is yet to expressly consider the matter in detail . As such, "debate in
various Australian authorities concerning the existence and content of the implied...duty of good
faith and fair dealing" is commonplace. Each state's courts have delivered varying judgments on the
scope, interpretation and application of the implied duty of good faith in a commercial context.
Victoria has diverged most notably from the NSW interpretation whereby Victoria generally implies
the duty of good faith in fact rather than in law . Currently, there is much debate over what
constitutes 'good faith'. However, both jurisdictions have tended to agree on the conflated nature of
the concepts of the implied terms of good faith and reasonableness and the obligation requiring
parties to not act capriciously . The courts also tend to share a reluctance to conclude that
commercial contracts are of the class which requires the universal implication of the duty of good
faith . However,

The Modern Day System Of International Commerce
Introduction
The modern day system of international commerce has developed over roughly 200 years. Much
until about the end of the eighteenth century it was most unlikely to transact export trade as it is
today because of lack of technological infrastructure. The important legal framework which would
have made for the use of the bill of lading as a document of transfer was lacking. Today much of the
world's tonnage is transacted under cif contracts which debuted about 150 years ago.
In international trade, the sales contract is the heart of an export–import transaction. It is however,
always supported by several other related contracts, reflecting the complexity of the transaction and
number of parties involved. Basic among these ... Show more content on Helpwriting.net ...
This is because most of the statements as to the passing of risk under fob are as regards whether
goods are on board/loaded or not. They essentially do not deal with the constraint of damage or loss
of goods during loading. In Pyrene Co. Ltd v Scindia Navigation Co. Ltd a fire tender sold fob
London previously was damaged through the fault of the carrier while being carried onboard. This
damage in question occurred prior to the tender crossing the rail and the question that arose was
whether the shipowner was entitled to limit his liability as under the Hague Rules . If risk doesn't
pass at the beginning of the loading, when does it then pass? Is it when the goods move across the
rail or when goods are loaded onboard? Devlin J pointed out in Pyrene thus; The division of loading
into two parts are suited to more antiquated methods of loading than are now generally adopted and
the ship's rail has lost much of its nineteenth century significance. Only the most enthusiastic lawyer
could watch with satisfaction the spectacle of liablities shifting uneasily as the cargo sways at the
end of a derrick across a notional perpendicular projecting from the ship's rail
He went further to hold that parties were free to define their obligations as regards 'loading'; and that
in the case before him the carrier's had obligations which began

Case Study: Wyoming Revocation Of Power Of Attorney
Wyoming Revocation of Power of Attorney Any power of attorney signed and executed in Wyoming
State is revocable under the provision of WY Stat § 3–5–103 (2013). The signing principal must file
duly completed and notarized instrument of revocation to the County Clerk's office to execute the
annulment. Enclosing a copy of the power of attorney subjected to termination is necessary for the
annulment. A power of attorney carrying powers described in W.S. 3–5–101 or 3–5–102 is subject to
revocation unless and until special instructions of revocations are mentioned in the document. You
may choose to mention the cause of the revocation in the instrument of revocation if necessary.
Facts You as the signing principal are in capacity to process termination

Why The Project Vehicle Company A Legal Structure Over A...
No. 2
1) Issue concerning why the project vehicle company (SPV) structure is prefer as a legal structure
over a joint venture (JV) structure.
The first feature of the SPV that is more favourable is the ring fencing structure. Rather than
including ring fencing contractual terms like in the structure of JV, the SPV structure is to insulate
the project sponsors from the risk of the project. The default risk in the project is separated from the
corporate risk of the sponsor engaging in the project and the debtor–creditor relationship is between
the banks and the SPV. This means that the sponsor in the SPV can limit its exposure to individual
equity investment in the SPV. The banks have no or limited recourse to the sponsors for loan ...
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Negative pledge covenants impose not only on the borrower but also its subsidiaries therefore any
grant of assets security by a subsidiary is also caught by negative pledge covenants. In JV structure,
the project assets are always subject to security interest payable to the banks so there might be
breach of negative pledge clauses in other SLAs or bonds of the sponsors.
In conclusion, the structure of SPV is more preferable than the JV structure for many reasons. The
main aspects are the risk and exposure of the sponsors, the achievement of off–balance sheet, the
risk in insolvency and the negative pledge covenants.
2) Issue in relation to how these objectives might be achieved through contractual provisions in the
SLA.
2.1) The objective to control the project's fund flows since initial fund transfer until dividend
payments
The objective to control the fund flows of the project is achieved through the series of covenants in
relation to several types of control accounts that the SPV must act in compliance with at all time.
Prior to the disbursement of funds, these control accounts must be set up as condition precedent to
the SLA. The purpose of these control accounts is to control the flow of the funds in and out of the
project. It is to say that these control accounts confer the ability to control the project's fund flows to
the syndicate banks because any breach of these control accounts rules will constitutes an event of
default.

All

P4 P5 Contractual terms in a standard form contract 2014
Contractual terms in a standard form contract and the impact of statutes on these terms P4: Describe
the meaning of terms. P5:Explain the effect of terms. Task Using the Vodafone contract prepare a
briefing sheet describing how statutes affect contractual terms.  You should include the following:
 A description of express terms  A description of implied terms  Identify and describe the
statutes and regulations affecting contractual terms   (Remember to illustrate your answer with
examples of cases) and make reference to your Vodafone contact for examples Terms of standard
form contracts As businesses have become more powerful with stronger bargaining positions,
Parliament has passed more laws that have had an impact on ... Show more content on
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They will do so in light of all of the circumstances of the case, such as the relative strength of the
parties concerned. Exclusion Clauses  Unfair Contract Terms Act 1977 ◦ Terms should be fair and
reasonable ◦ Terms should be reasonable e.g. "Cars parked here at owner's risk" ◦ Special
consideration for consumer contracts ◦ You cannot exclude liability for death or personal injury (see
your contact) ◦ cases Activity 3 List different types of exclusion clauses used in the course of
business Other statutes and regulations affecting contractual terms Electronic Commerce (EC
Directive) – online sales  Consumer Protection (Distance Selling) Regulations 2000 – unsolicited
goods and services  Unfair Contract Terms Act 1977  Unfair Terms in Consumer Contract
Regulations 1999 – courts can strike out unfair terms in consumer contracts  Case Study
Mitchell v Finney Lock Seeds (1983)  A farmer (Mitchell, the claimant) bought cabbage seed from
the defendant (Finney Lock Seeds). When the cabbage grew it was inferior and the wrong type. The
defendant relied on an exclusion clause in its standard form contract excluding his liability. The
House of Lords held that the clause was unreasonable as the purchaser would have no idea of the
defective nature of the crop until it grew.  1. Explain how the seed company was trying to limit
liability on the contract. 2. Explain why the House of Lords viewed this as unreasonable. Do you
think this is a correct approach? 3.

The Law Of Unfair Terms Of Consumer Contracts
The law of unfair terms in consumer contracts have experienced changes over the years, the most
significant of which was the Consumer Rights Act which came into effect on October 1st 2015.
However, before the Consumer Rights Act 2015 (CRA 2015), unfair terms in consumer contracts
were covered under two pieces of legislation; the Unfair Contract Terms Act 1977(UCTA 1977) and
the Unfair Terms in Consumer Contracts Regulations 1999 (UTCCR 1999) . The UCTA 1977 and
UTCCR 1999 provided liability for transactions occurring in the course of a business as well as
business and consumer contracts. Both UCTA 1977 and UTCCR 1999 provided protection for
consumers from terms in a contract so as to prevent them from being at a disadvantage for not read
contractual terms and conditions. The UCTA 1977 defined a consumer under s.12 (1) (a); as a party
dealing not in the course of a business and not holding himself to do so; while in s12 (1) (b) the
other party is acting in the course of a business. The UTCCR's definition was very narrow,
Regulation 3 stated that a consumer must be a natural person that is not a legal person e.g. a
company who contracts outside his business.
The UCTA 1977 was a primary legislative whereas the UTCCR 1999 are an implementation of the
European Court's Directive on Unfair terms in Consumer Contracts. Both the UCTA and UTCCR
covered nearly all forms of contracts and one of their most important functions was limiting the
applicability of

The Change Clause In Government Contract Law
Contract clauses can cover many facets of commercial and business interests; whether it be
government or civilian and can take on various forms. Contract clauses are enforceable under
federal and state laws as well as any other part of a contract. Out of all the general clauses confined
in Government contracts, the Change Clause would seem to be the most important. It stands in the
focus of the contractual arrangement with other clauses denoting to and borrowing its basic practice
as some usual way of doing things. By advantage of this clause, the Government is permitted
unilaterally to alter the contract and hold the contractor to perform under the unilaterally changed
contract. It is this important departure from the old concept of mutuality, with its pointed inferences
on the non–governmental party, that sets the Government contract different from the standard
commercial contract. Incidentally, this rare arrangement is altogether to the disadvantage of the
contractor. The Changes clause affords for an equitable compensation, if it is fitting. Additionally,
the Changes clause, in linking with the Disputes clause, offers an opening of reprieve if a dispute
arises as to what is reasonable compensation. ... Show more content on Helpwriting.net ...
The Contracting Officer may at any time, by a written order, and without notice to the indemnities,
make changes, within the general scope of this contract, in any one or more of the following: There
are various forms of the Changes clause in use in Government contracts. The clauses having the
most recurring use–the Changes clauses seeming in fixed–price supply and fixed–price

Acceptance Vs Conformity Essay
1. Shipment of goods an order may be construed as acceptance of a contract, as stated in UCC 2–
206. However, under UCC 2–606 (1)(a) this implied acceptance is only pertinent to conforming
goods. If upon inspection within reasonable time, the goods are determined to be non–conforming,
there is no acceptance. Acceptance is solely intended to be for goods that adequately meet the terms
of a contract. In this case, a waterski that breaks down almost immediately is not an example of a
conforming good. Andy wanting his money back is signaling to the shop that he will not accept this
non–conforming good as completion of their contract. 2. a. It is true that buyers must notify the
seller of a breach within a reasonable amount of time for a remedy, under UCC 2–607 (3)(a). If the
time from discovery to notification is deemed outside the limits of reasonability, then there may be
no remedy derived or implied in the Uniform Commercial Code. To best assure remedy though, per
the UCC, it is best that any nonconformance be immediately conveyed to the seller upon discovery.
This allows a seller a reasonable attempt to resolve the problem or become aware of other potential
problems. This protects not only the buyer, but also the seller. b. ... Show more content on
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This is not true, and is covered under UCC 2–508, Cure by Seller of Improper Tender or Delivery,
section (1). This article states that if a buyer rejects tender or delivery due to nonconformance, and if
the time for performance has not expired, then the seller has the ability to cure the situation with a
shipment of conforming goods. The major stipulation here is if that it is the seller setting the terms
for conformance, as they would believe that non–conforming goods would be acceptable. The buyer
must agree that these goods meet the terms of the contract, one party cannot act unilaterally. It is the
right of the buyer under UCC 2–601 to reject the improper

Effects of Breach of Contract
Effects of a Breach of Contract There are various types of contract with in the world of law such as
civil law which deals with relations between individual citizens where as private law focuses on the
relations between ordinary people on a day to day basis, both types of law include the law of
contract. A contract is an agreement that is legally enforceable and therefore can be settled within a
court of law, however how can we distinguish between a contract and any other form of non–legally
enforced statement. If I promised to wash someone's car yet I don't in fact wash the car can I be held
to a contract? In this case I can not simply because a promise is not a contract although there is no
rule stating that all contracts must be in ... Show more content on Helpwriting.net ...
Within a contract there is also what is known as implied terms of which are no stated expressly by
the parties involved but are still very much regarded as being a term within the contract. Three ways
in which an implied term becomes a part of a contract are 1) Implied by statue an example would be
the Sale of Goods Act 1979 so if a contract is made regarding food and quality isn't expressly
mentioned within the contract then automatically the Sale of Goods Act 1979 applies therefore
making the quality of goods mandatory. 2) Implied by custom an example of which would be if a
farmer employs a worker within the agreed contact the farmer agrees to provide a place to liv
however within the contract itself it does not state which individual will pay for gay, electricity and
the use of the telephone. If this case was then taken to court the worker could easily argue that
although it was not stated in the contract that it is custom for the farmer to pay for the gas and
electricity and that any calls made the worker would then pay for. 3) Implied by court in simple
terms is the court changing a contract only if it makes good business sense to do.
Within a contract there are also exclusion clauses which are clauses that are written down stating if
something was to go wrong that one party can avoid or at the very least limit liability for the breach
of contract. For an exclusion clause to actually be properly included

Consumer Protections in Phone Contracts

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Consumer Protections in Phone Contracts