Summary

Question 1

What statues control execution clauses?

Answer 1

For commercial contracts - UCTA 1977

For consumer contracts - CRA 2015

Question 2

How can an execution clause be effective?

Answer 2

An exclusion clause must be incorporated into contract.

1. A signature on document containing clause
2. Giving reasonable notice
   - on notice or in a document which might reasonably be expected to include or refer to contractual terms
   - before, or at the time of, making contract
3. Previous course of dealing

Question 3

How can an exemption clause fail?

Answer 3

1. Misrepresentation of its effect
2. The overriding importance of the term for which the exclusion purports to limit liability for breach

Question 4

How does the UCTA 1977 affect clauses?

Answer 4

It can render some clauses void, or subject to the rest of reasonableness.

It deals with attempts to exclude “business liability”

Question 5

When does the UTCA 1977 render clauses trying to exclude or limit liability as ineffective?

Answer 5

1. Clauses relating to negligence giving rise to death or PI
2. In certain circumstances of manufactures of defective goods
3. Breach of s12 SGA 1979 (“right to sell”)

Question 6

When does the UTCA 1977 impose the requirement for reasonableness?

Answer 6

1. Clauses excluding liability for loss or damage, other than PI or death, caused by negligence
2. Clauses excluding liability (contractual) contained in written standard terms
3. Clauses excluding liability for breach of implied terms as to description and quality - where the buyer is not “dealing as a consumer”

Question 7

How does CRA 2015 deal with exclusion and limitation clauses?

Answer 7

Act renders invalid terms which are “unfair”.

It states that:
1. Some clauses are void
2. Some clauses are subject to the test of fairness
3. Some clauses are on the grey list (Schedule 2) - terms which may be referred as unfair.