Understanding Contracts and Negotiations in Law
Dive into the world of contracts and negotiations in law with a focus on contingencies, breaches, and contract types. Learn about different ways contracts can be breached and how to negotiate terms effectively.
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Presentation Transcript
Contracts Before the Signatures Your task is to think about contingencies. What could go wrong? Will the contract stand up if there is a hurricane? A family emergency? Corona virus? Aliens landing? What happens when a contract is breached? What are different ways of breaching a contract?
Negotiate a Contract Tammy wants to buy a blue BMW convertible no older than 10 years. A dealer tells her to check with Gina who has one for sale. Gina says The car is a blue BMW convertible. The guy I bought it from last year told me that it is a 2011 model. Tammy wants to buy the car the same day. Fill in the blanks to create a contract between her and Gina.
Quick Intro to Contract Law Condition goes to heart of contract. Breach means that innocent party is entitled to treat contract as being repudiated. Warranty does not go to heart of contract. Breach means innocent party is able to sue for damages. https://en.wikipedia.org/wiki/Contractual_term
Quick Intro to Contract Law In general, parties can only sue for enforcement of valid contractual terms as opposed to representations or mere puffs. Only certain statements create contractual obligations. Statements can be split into the following types: Puff (sales talk): If no reasonable person hearing this statement would take it seriously, it is a puff, and no action in contract is available if the statement proves to be wrong. It may also be referred to as "puffery". This is common in television commercials. Representation: A representation is a statement of fact which does not amount to a term of the contract but it is one that the maker of the statement does not guarantee the truth of. This gives rise to no contractual obligation but may amount to a tort, for example misrepresentation. Term: A term is similar to a representation, but the truth of the statement is guaranteed by the person who made the statement therefore giving rise to a contractual obligation. For the purposes of Breach of Contract, a term may further be categorized as a condition, warranty or innominate term.
Quick Intro to Contract Law Factors to determine the nature of a statement include: Time between statement and contract: Short time indicates statement induced contract. Routledge v McKay: one week was long enough to make statement into mere representation Content of statement Knowledge and expertise: Oscar Chess Ltd v Williams layman not expected to be expert on cars. Dick Bentley Productions Ltd v Harold Smith (Motors) Ltd -- dealer held responsible for information about car. Reduction into Writing: Where the contract is consolidated into writing, previous spoken terms, omitted from the consolidation, will probably be relegated to representations. But Birch v Paramount Estates Ltd. (1956) -- very important spoken term may persist even if omitted from the written consolidation
Will your contract do this? Tammy wants to buy a blue BMW convertible no older than 10 years. A dealer tells her to check with Gina who has one for sale. Gina says The car is a blue BMW convertible. The guy I bought it from last year told me that it is a 2011 model. Tammy buys the car the same day. She then drives to the nearest carwash to get it cleaned. The carwash attendant tells her that the car is almost 20 years old since BMW has not produced that model since 2000. Tammy wants to return the car to Gina and get money back, or to get compensation from the dealer. Advise her. Contracts I 2015 exam
