Final Exam Flashcards
Shirlaw v Southern Foundries
Implied terms in contract
Officious bystander test - so obvious it goes without saying
BP Refinery v Shire of Hastings
Implied terms in contract
Composite test - 5 conditions to be satisfied
Provost Developments v Collingwood Towers
Conditions affecting formation
“Subject to solicitors approval” = Binding condition, not pre-requisite
Connor v Pakerau Store
Conditions affecting formation
“Subject to finance” - must make reasonable efforts to fulfill condition
Thornton v Shoe Lane Parking
Exemption Clauses
Notice of exemption must be given at time of contracting
Burnett v Westminster Bank
Exemption Clauses
Constructive notice must be given in a way plaintiff would expect
Livingstone v Roskilly
Exemption Clauses
Ambiguous notice = not effective/adequate
King v Wilkinson
Mistakes
Unilateral mistake - one party one mistake
Ware v Johnson
Mistakes
Common mistake - both parties same mistake
Conlon v Ozolins
Mistakes
Mutual mistake - both parties different mistake
Herbert Morris v Saxelby
Contracts in Restraint of Trade
‘Secrets’ no more than general skills and knowledge that anyone would acquire
Brown v Brown
Vendor Contracts
Length of restraint must be justified and reasonable
Bisset v Wilkinson
Misrepresentation
Must be false statement of fact not merely opinion
Dimmock v Hallett
Puff
Mere puff does not constitute misrepresentation
March Construction v CCC
Silence
Silence does not constitute misrepresentation
Wakelin v RH & EA Jackson
Distortion of Positive Representation
Where silence constitutes a failure to make full disclosure, what is left unsaid constitutes misrepresentation
Starlight Enterprises v Lapco Enterprises
Cancellation for Repudiation
No repudiation if willingness to continue contract demonstrated
Hochster v De La Tour
Anticipatory Repudiation
Clear intention not to perform contract communicated
Mana Property Trustee v James Development
Anticipatory Repudiation
Steps taken to ensure compliance removes claim of repudiation
Westpac Merchant Finance v Winstone Industries
Affirmation
Right to cancel lost if contract affirmed with full knowledge of repudiation
Walton Harvey v Walker & Homfrays
Frustration
Will not succeed where:
Frustrating event should have been foreseen
Davis Contractors v Fareham Urban District Council
Frustration
Will not succeed where:
Contract is merely delayed or interrupted
Krell v Henry
Futility
Performance futile because mutually understood underlying purpose of contract can no longer be achieved
Hadley v Baxendale
Damages
Damages cannot be too remote
2 Limbs
Redpath Industries v Cisco
Damages
Must be mitigated
Ruxley Electronics & Construction v Forsyth
Damages
Cost of rectification not to outweigh benefit received
Baltic Shipping Co v Dillon
Damages
Damages awarded if fruit of contract not provided
