Contract Terms Flashcards
Express term
Made by one party to the other - important enough to form part of a contract - may be written into the agreement or an oral representation.
Implied term
Terms which are put in by the court or statute - judges believe both parties intended for this to become part of the contract.
Condition
A condition is a major term of the contract which goes to the root of the contract. If a condition is breached the innocent party is entitled to repudiate the contract and claim .
(Poussard v Spiers)
Warranties
Warranties are minor terms of a contract which are not central to the existence of the contract. If a warranty is breached the innocent party may claim damages but can not end the contract.
Innominate clause
“Wait and see clause”
(Hong Kong Shipping)
Judge looks at whether the claimant was deprived of the whole benefit of the contract.
Representation
A representation is a mere trade puff which are not part of the contract e.g. “Red Bull gives you wings”
Representation rules to determine
- Relative expertise - representor has greater knowledge - term - representee has greater knowledge - representation
- Put into writing - only terms included in written document are terms - verbal statements will be representations.
- Importance of representation - more important, more likely to be term.
- Time lapse - longer the time lapse between making the statement and entering the contract - more likely will be a representation.