Just Law

What can a defaulting argue when sued for damages for breach of contract?

It is important to remember that the fundamental principle of contract law is that damages are intended to put the innocent party in the same position as if the contract had been performed. Accordingly, if a party in breach can prove that the innocent party himself was not ready, willing and able to perform the contract in any event, they would not have earned the benefit of it and should therefore not receive substantial damages.

This is the day....

Can' resist posting this :)

frequently contain the phrase, " and ". While these are frequently used interchangeably, there are differences.

Not too sure if I agree with Lord Hobhouse's comment below.....

"The rule that other evidence may not be adduced to contradict the provisions of a contract contained in a written document is fundamental to the mercantile law of this country; the bargain is the document; the certainty of the contract depends on it.

The relevant principle is well summarised in Phipson on Evidence, paragraphs 42-11 and 42-12:

"When the parties have deliberately put their agreement into writing, it is conclusively presumed between themselves and their privies that they intend the writing to form a full and final statement of their intentions, and one which should be placed beyond the reach of future controversy, bad faith or treacherous memory." (See also Bank of Australasia v Palmer [1897] AC 540, per Lord Morris at p.545.)

This rule is one of the great strengths of English commercial law and is one of the main reasons for the international success of English law in preference to laxer systems which do not provide the same certainty.

The : An arbitrary solution to the location of consensus ad idem in ?

Credit lawexplores.com/frustration

A recent case on a binding agreement through WhatsApp.

Husband-and-wife sold their HDB flat for a condo upgrade but left in a lurch when seller changed his mind A husband and wife were caught in a bind when they placed a 1% option fee on a 3-bedroom condominium unit, but the condo owner changed his mind about the sale.

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One should be careful when drafting clauses in liquidated damages clause and ensure that it’s not, in substance, a penalty clause.

Having said that, modern judicial demonstrates some tolerance and the law in UK has indeed changed to reflect so.

The UK Supreme Court had this to say:

‘ The penalty rule in England is an ancient, haphazardly constructed edifice which has not weathered well, and which in the opinion of some should simply be demolished, and in the opinion of others should be reconstructed and extended.’

Far too often students conclude that would apply to strike down unreasonable .

Nothing is further from the truth.....at least for commercial contracts.

In Granville Oil & Chemicals Ltd v Davis Turner & Co Ltd ,Tuckey LJ said:

“[UCTA] obviously plays a very important role in protecting vulnerable consumers… But I am less enthusiastic about its intrusion into contracts between commercial parties of equal bargaining strength, who should generally by considered capable of being able to make contracts of their choosing and expect to be bound by their terms”.

Similarly in Goodlife Foods v Hall Fire [2018] EWCA Civ 1371, Gross LJ emphasised the freedom of contract point, stating:

“Overall, this was a commercial contract between parties of broadly equal bargaining power. … fully cognisant of the requirement of reasonableness, I think the Court should be slow to intervene in such a case, all the more so on appeal”.