Formation and interpretation

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Practice notes
This Practice Note concerns repudiation and sets out what a repudiatory breach of contract means. It explains how a repudiatory breach goes to the...
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9th Nov
Practice notes
BrexitAs of exit day (11 pm on 31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK...
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9th Nov
Practice notes
This Practice Note considers agreements to agree, and why an agreement to agree certain contractual terms at a future date has traditionally been held...
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9th Nov
Practice notes
This Practice Note provides an introduction to bailment, which is a large and complex topic.This Practice Note provides a working definition of...
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Produced in partnership with Quentin Tannock of 4 Pump Court 12th Jan
Practice notes
Brexit: As of exit day (11pm on 31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement, the UK...
Read More >
9th Nov
Practice notes
This Practice Note sets out guidance upon the meaning, use and importance of commonly used terms in exclusion and limitation of liability clauses in...
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Produced in partnership with Tim Wright of Fladgate 12th Jan
Practice notes
This Practice Note provides an overview of contract expiry and of the different causes of termination and ways to discharge a contract, including...
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9th Nov
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
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Produced in partnership with Paul de Vince and Jagdeep Singh of Gateley Plc 12th Jan
Practice notes
This Practice Note deals with the relationships arising between principals, agents and third parties with whom the agent deals on the principal’s...
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9th Nov
Precedents
Definition—Business Continuity Event Business Continuity Event means an event (whether a natural or man-made phenomenon or...
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9th Nov
Precedents
Option 1—deed executed by a company under its common seal (model articles, where the authorised signatory is an...
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9th Nov
Precedents
[ON HEADED NOTEPAPER OF PARTY A][Insert address of Party B][[Insert address of Guarantor]][Insert date]Dear [name of Party B][ and [name of...
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9th Nov
Precedents
[On headed notepaper of the assignor]To: [Insert name and address of Assignee][Insert date]Dear [insert name of Assignee]Assignment of contractWe...
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9th Nov
Practice notes
BrexitBrexit: As of exit day (11pm on 31 January 2020) the UK is no longer an EU Member State. However, in accordance with the Withdrawal Agreement,...
Read More >
9th Nov
Precedents
Month means a calendar month; Close This is a suggested definition for the term 'month', which...
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9th Nov
Precedents
DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see...
Read More >
Produced in partnership with Tim Wright of Fladgate 12th Jan

Most recent Formation and interpretation content

Practice notes
IP COMPLETION DAY: 11pm (GMT) on 31 December 2020 marks the end of the Brexit transition/implementation period entered into following the UK’s...
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Produced in partnership with Diego Krischcautzky of Marval, O’Farrell & Mairal 19th Jan
Practice notes
What are contractual terms?The terms of a contract define the existence and scope of the parties’ respective rights and obligations to one another.A...
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18th Jan
Practice notes
Express and implied contractual terms distinguishedContractual terms may be either express or implied:•express terms—are terms which are actually...
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18th Jan
Practice notes
This Practice Note considers the requirements for a legally binding offer. In so doing, it considers:•what we mean by 'offer'•how to distinguish an...
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18th Jan
Practice notes
Liquidated damages v penalties—when does the issue arise?Parties will sometimes seek to agree in their contract what sums should be payable upon...
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18th Jan
Practice notes
Express and implied contractual terms distinguishedContractual terms may be either express or implied:•express terms—are terms which are actually...
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18th Jan
Practice notes
Contract interpretation—starting point—the contract itselfUnless alleging mistake, fraud or misrepresentation, parties are bound by the documents...
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18th Jan
Practice notes
Parties may often seek to specify that the entirety of their contractual relationship is governed by the written contract they have signed. This is...
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18th Jan
Practice notes
An intention to create legal relations is requiredThere are various situations in which a court will hold that an agreement is not binding because,...
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18th Jan
Practice notes
In English law, there is a presumption that everyone has a capacity to contract. However, if you are a minor or you lack the necessary mental capacity...
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18th Jan
Practice notes
This Practice Note considers the court’s approach when there is dispute as to which party’s terms and conditions govern their contract in a ‘battle of...
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18th Jan
Practice notes
This Practice Note examines the doctrine of consideration and the key role it plays in English law in determining whether a contract is enforceable.A...
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18th Jan
Practice notes
Claims for breach of contract often involve analysis of whether or not the term alleged to have been breached is one which allows the innocent party...
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18th Jan
Practice notes
Express and implied contractual terms distinguishedContractual terms may be either express or implied:•express terms—are terms which are actually...
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18th Jan
Practice notes
The terms of an agreement may be so vague or uncertain as to be meaningless and therefore unenforceable. However, where parties have reached...
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18th Jan
Practice notes
In addition to the guiding principles on contract interpretation provided by Lord Hoffmann in ICS (see Practice Note: Contract interpretation—the...
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18th Jan
Practice notes
When advising on contractual construction you should consider:•the guiding principles used by the court when interpreting the meaning of contracts,...
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18th Jan
Practice notes
Key questions for any litigator when reviewing a contract will be:•what does the contract mean?•what are the parties’ respective rights and...
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18th Jan
Practice notes
Two types of agent's authority to contract on behalf of its principalIn the context of contract law, 'authority' is the power an agent has to affect...
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18th Jan
Practice notes
Express and implied contractual terms distinguishedContractual terms may be either express or implied:•express terms—are terms which are actually...
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18th Jan

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