Contract law is increasingly used to serve regulatory purposes considered beyond the reach of private law. This Handbook explores a range of modern practices that are not typically treated in standard expositions of this area. By exploring these phenomena, it reveals the changing role of regulatory private law in a globalised legal world - one where distinctions between public and private law, hard law and soft law, and rule making and contracting have become increasingly blurred. Contributors explore key examples drawing on an extensive range of private law. The book pays close attention to the use of codes of conduct to coordinate and steer behaviour in business-to-business and business-to-consumer relationships, concerning health and safety, environment, and employment conditions. It also examines the formation of contractual `networks', such as franchises, to regulate multi-party trade relationships, and the application of contracts and contract law to secure business and consumer compliance with public standards. With its global reach and detailed research, this Handbook will appeal to academics exploring the potential of new law making methods and practitioners looking to gain insight into emerging approaches to private law. Contributors include: A. Beckers, R. Brownsword, R.R. Condon, D. Leczykiewicz, M. Mataija, M.-C. Menting, H.-W. Micklitz, C. Mitchell, M. Namyslowska, E.T.T. Tai, R. van Gestel, P. Verbruggen

This accessible and innovative textbook adopts a practical, transactions-centered approach to contract law by using contract clauses to explain doctrinal concepts. While reading this book, students will gain a working knowledge of important contract provisions and learn how to use contracts to prevent problems, reduce risks, and add value to transactions. This textbook contains unique features including reflection prompts, case highlights, and ''applying what you learned'' exercises to reinforce learning and help students gain essential transactional skills. Law professor and contracts expert Nancy Kim focuses on litigation prevention with a problem-solving approach. She offers helpful tips to avoid potential pitfalls in drafting contracts and provides explanations for common contract clauses and their meanings. Access to a digital teacher's manual is available upon purchase of the book. The Fundamentals of Contract Law and Clauses will be an invaluable resource for both law and business students, specifically in contracts, commercial law, business law and other transactions-oriented classes. Contents: PART I INTRODUCTION PART II A ROADMAP TO A CONTRACT 1. The Purpose of a Contract and Contract Clauses 2. The Anatomy of a Contract 3. A Very Brief Overview of Contract Law PART III CONTRACT CLAUSES AND CONTRACT DOCTRINE 4. Common Contract Clauses Involving Contract Formation 5. Contract Clauses and Contract Enforceability 6. Contract Clauses and Issues Related to Performance and Breach 7. Contract Clauses and Parties Other Than the Original Parties to the Contract 8. Contract Clauses Addressing Remedies Index

Lord Justice Jackson's retirement in March 2018 concluded a career of almost 20 years on the bench. His judicial career has seen a remarkable transformation of construction law, construction law litigation and the litigation landscape more generally. Drawing the Threads Together is a Festschrift which considers many of the important developments in these areas during the Jackson era. The Festschrift discusses most of the leading construction cases decided by Lord Justice Jackson, with subject matter including statutory adjudication, fitness for purpose obligations, consideration, delays and extensions of time, liquidated damages, time bar provisions, the prevention principle, neighbour rights, limitation clauses, negligence, good faith, bonds and guarantees and concurrent duties of care. It also includes a discussion of the background to the Jackson Review of Civil Litigation Costs (2009-2010) and its impact on litigation, as well as considering the development of the Technology and Construction Court during and subsequent to Mr Justice Jackson's tenure as judge in charge of that court.

Maximise your marks for every answer you write with Law Express Question and Answer. This series is designed to help you understand what examiners are looking for, focus on the question being asked and make your answers stand out. See how an expert crafts answers to up to 50 questions on Contract Law. Discover how and why different elements of the answer relate to the question in accompanying Guidance. Plan answers quickly and effectively using Answer plans and Diagram plans. Gain higher marks with tips for advanced thinking in Make your answer stand out. Avoid common pitfalls with Don't be tempted to. Compare your responses using the Try it yourself answer guidance on the companion website. Practice answering questions and discover additional resources to support you in preparing for exams on the Companion website.

In Patel v Mirza [2016] UKSC 42, nine justices of the Supreme Court of England and Wales decided in favour of a restitutionary award in response to an unjust enrichment, despite the illegal transaction on which that enrichment was based. Whilst the result was reached unanimously, the reasoning could be said to have divided the Court. Lord Toulson, Lady Hale, Lord Kerr, Lord Wilson, Lord Hodge and Lord Neuberger favoured a discretionary approach, but their mode of reasoning was described as 'revolutionary' by Lord Sumption (at [261]), who outlined in contrast a more rule-based means of dealing with the issue; a method with which Lord Mance and Lord Clarke broadly agreed. The decision is detailed and complex, and its implications for several areas of the law are considerable. Significantly, the reliance principle from Tinsley v Milligan [1994] 1 AC 340 has been discarded, as has the rule in Parkinson v College of Ambulance Ltd [1925] KB 1. Patel v Mirza, therefore, can fairly be described as one of the most important judgments in general private law for a generation, and it can be expected to have ramifications for the application of the illegality doctrine across a wide range of disciplinary areas. Unless there is legislative intervention, which does not seem likely at the present time, Patel v Mirza is set to be of enduring significance. This collection will provide a crucial set of theoretical and practical perspectives on the illegality defence in English private law. All of the authors are well established in their respective fields. The timing of the book means that it will be unusually well placed as the 'go to' work on this subject, for legal practitioners and for scholars.

The second edition of this highly recommended work addresses the interaction between conflict of laws, dispute resolution, electronic commerce and consumer contracts. In addition it identifies specific difficulties that conflicts lawyers and consumer lawyers encounter in electronic commerce and proposes original approaches to balance the conflict of interest between consumers' access to justice and business efficiency. The European Union has played a leading role in this area of law and its initiatives are fully explored. It pays particular attention to the most recent development in collective redress and alternative/online dispute resolution. By adopting multiple research methods, including a comparative study of the EU and US approach; historical analysis of protective conflict of laws; doctrinal analysis of legal provisions and economic analysis of law, it provides the most comprehensive examination of frameworks in cross-border consumer contracts.

In this volume, Victor Goldberg reassesses a collection of key contract law doctrines, largely through original economic analyses of well-known cases involving sophisticated parties. The results are thoughtful and provocative. They leave the impression that the law might produce more efficient consequences if contractual liability were more restrictive. Contracts teachers may well teach these and other cases differently after reading Goldberg's chapters.' - Steven J. Burton, The University of Iowa, US'This book offers valuable insights and new perspectives on the often thorny problems of contract law as it can - and does - affect 'sophisticated parties'. Lawyers as well as academics on both sides of the Atlantic will welcome the important contribution made here to the ongoing debates which rage continually within this core area of the law.' - Phillip Taylor MBE and Elizabeth Taylor, The Barrister Magazine Contract law allows parties to set their own rules within constraints. It provides a set of default rules and if the parties do not like them, they can change them. Rethinking Contract Law and Contract Design explores various long-standing contract doctrines, casting them in a new and compelling light by focusing on the economics of contractual relations. Building upon and extending the arguments set forth in his acclaimed book Framing Contract Law, Goldberg revisits many of the seminal contract cases and places those decisions under close scrutiny, challenging readers, by means of forensic exploration of records, briefs, and other materials, to reconsider their conclusions. Split into four parts, the author examines direct damages, consequential damages, the excuses doctrines (including impossibility, impracticability and frustration), and offer and acceptance. Asking the questions that often go unasked, and challenging the assumptions silently accepted by the majority, one of Goldberg's many insightful observations, and an underlying thread to the book, is that achieving an economic understanding of contract design will illuminate both contract doctrine and contract interpretation. Written with clarity and poise, Rethinking Contract Law and Contract Design is set to ignite plenty of debate amongst contract scholars and contract drafters, and provides the anvil upon which future generations of contract thinking can be forged. Contract scholars and students interested in exploring new perspectives on the topic will find this to be an essential read, as will contract lawyers and judges.

Promises of indemnity are found in many kinds of commercial contracts, not just contracts of insurance. This book examines the nature and effect of contractual indemnities outside the insurance context. It is the first work to provide a detailed account of the subject in English law. The book presents a coherent theory of the promise of indemnity while also addressing important practical issues, such as the construction of contractual indemnities. The subject is approached from two perspectives. The foundations are laid by examining general principles applicable to indemnities in various forms. This covers the nature of indemnity promises; general principles of construction; the determination of scope; and the enforcement of indemnities. The approach then moves from the general to the specific, by examining separately particular forms of indemnity. Included among these are indemnities against liability to third parties, and indemnities against default or non-performance by third parties. The book states English law but it draws upon a considerable amount of material from other common law jurisdictions, including Australia, Canada, New Zealand and Singapore. It will appeal to readers from those countries.

Vessels very frequently serve under a long chain of charterparties and sub-charterparties. When this is the case, the legal issues are more convoluted than they might at first seem. Incorporation clauses are commonplace in bills of lading used in the tramp trade due to the desire to make this web of contracts back-to-back. The extent to which the terms of the charterparty referred to can be carried across to the bill of lading has, over the centuries, been hotly disputed in many jurisdictions. Entirely dedicated to the topic of the incorporation of charterparty terms into bills of lading, this book discusses and analyses the legal and practical issues surrounding this topic under English and US law. Through discussions on the incorporation of a wide range of different charterparty terms, the book combines the peculiar and sophisticated rules of incorporation with the legal and practical issues concerning shipping, international trade, arbitration and conflict of laws and jurisdiction.

This comprehensive book presents the English law of contract and tort in the context of a European law of obligations.Law of Obligations provides the reader with an overview of contract and tort as well as an introduction to the law of obligations in the civil (or continental) law tradition. The book is considered an extensive introduction to the western law of obligations, but with an emphasis on English law. Arising out of the analysis of the two legal traditions, Geoffrey Samuel raises questions about the appropriateness of importing the obligations category into the common law. He also highlights what has been termed the ?harmonisation debate?; should the law of obligations be harmonised at a European ? or even international level? The debate raises some fundamental issues not just about legal traditions and about the law of obligations itself, but also about comparative law theory and methodology.Designed with English law students and jurists in mind, this book will be an invaluable tool for researching contract, tort and the law of obligations. It is an original contribution not only to European private law but equally to comparative legal studies.

The provisions of the French Civil Code governing the law of obligations have remained largely unchanged since 1804 and have served as the model for civil codes across the world. In 2016, the French Government effected major reforms of the provisions on the law of contract, the general regime of obligations and proof of obligations. This work explores in detail the most interesting new provisions on French contract law in a series of essays by French lawyers and comparative lawyers working on French law and other civil law systems. It will make these fundamental reforms accessible to an English-speaking audience.

Professor Ewoud Hondius has been one of the most successful architects of comparative law research and education in The Netherlands. He has undertaken numerous efforts to advocate the unification and harmonisation of private law by means of comparative studies which during his career have been welcomed all over the world. His understanding of the law of many jurisdictions is exceptional and his global network is impressive. He is a great European legal scholar and an ambassador for Dutch law, as witnessed by the innumerable publications which he has authored. This book, in honour of Professor Ewoud Hondius, has been compiled in order to appropriately admire his inspiring contributions to the elaboration of European contract law. The general topic of The Future of European Contract Law has been divided into five themes, many of them coinciding with the special interests of the honoured scholar himself:
- European Contract Law: its Possibility, Feasibility and Desirability
- The Common Frame of Reference and the Principles of Contract Law
- The Europeanization of National Contract Law
- The Better Law Approach in European Contract Law
- Consumer Contracts in Europe
The wealth of material in this book contains a treasure of observations and visions on where contract law in Europe currently stands as well as on how it should develop in the future. A collection of outstanding authors have contributed to this book. As a result it represents the current legal scholarship in the field of European contract law and hence the book is bound to be of great value, not only to academics, but also to lawyers involved in cross-border practice such as international business andconsumer transactions.

Declared dead some twenty-five years ago, the idea of freedom of contract has enjoyed a remarkable intellectual revival. In "The Fall and Rise of Freedom of Contract "leading scholars in the fields of contract law and law-and-economics analyze the new interest in bargaining freedom.
The 1970s was a decade of regulatory triumphalism in North America, marked by a surge in consumer, securities, and environmental regulation. Legal scholars predicted the "death of contract" and its replacement by regulation and reliance-based theories of liability. Instead, we have witnessed the reemergence of free bargaining norms. This revival can be attributed to the rise of law-and-economics, which laid bare the intellectual failure of anticontractarian theories. Scholars in this school note that consumers are not as helpless as they have been made out to be, and that intrusive legal rules meant ostensibly to help them often leave them worse off. Contract law principles have also been very robust in areas far afield from traditional contract law, and the essays in this volume consider how free bargaining rights might reasonably be extended in tort, property, land-use planning, bankruptcy, and divorce and family law.
This book will be of particular interest to legal scholars and specialists in contract law. Economics and public policy planners will also be challenged by its novel arguments.

"Contributors." Gregory S. Alexander, Margaret F. Brinig, F. H. Buckley, Robert Cooter, Steven J. Eagle, Robert C. Ellickson, Richard A. Epstein, William A. Fischel, Michael Klausner, Bruce H. Kobayashi, Geoffrey P. Miller, Timothy J. Muris, Robert H. Nelson, Eric A. Posner, Robert K. Rasmussen, Larry E. Ribstein, Roberta Romano, Paul H. Rubin, Alan Schwartz, Elizabeth S. Scott, Robert E. Scott, Michael J. Trebilcock

After an extended period in which the European Community has merely nibbled at the edges of national contract law, the bite of a 'European contract law' has lately become more pronounced. Many areas of law, from competition and consumer law to gender equality law, are now the subject of determined efforts at harmonisation, though they are perhaps often seen as peripheral to mainstream commercial contract law. Despite continuing doubts about the constitutional competence of the Commission to embark on further harmonisation in this area, European contract law is now taking shape with the Commission prompting a debate about what it might attempt. A central aspect of this book is the report of a remarkable survey carried out by the Oxford Institute of European and Comparative Law in collaboration with Clifford Chance, which sought the views of European businesses about the advantages and disadvantages of further harmonisation. The final report of this survey brings much needed empirical data to a debate that has thus far lacked clear evidence of this sort. The survey is embedded in a range of original and up-to-date essays by leading European contract scholars reviewing recent developments, questioning progress so far and suggesting areas where further analysis and research will be required

Business networks consist of several independent businesses that enter into interrelated contracts, conferring on the parties many of the benefits of co-ordination achieved through vertical integration in a single firm, without creating a single integrated business such as a corporation or partnership. Retail franchises are one such example of a network, but the most common instance is a credit card transaction between a customer, retailer, and the issuer of the card. How should the law analyse this hybrid economic phenomenon? It is neither exactly a market relationship - because that overlooks the co-ordination, relational qualities and interdependence of the contracts - nor is it a type of business association or company, since it lacks a centralised co-ordinating authority that receives the residual profits. This book is a translation of Gunther Teubner's classic work on networks, setting out his novel legal concept of 'connected contracts'. In it he explains how this concept addresses the problems posed by networks, such as the question whether the network as a whole can be held legally responsible for damage that it causes to third parties such as customers. A substantial introduction by Hugh Collins explains the analysis of networks in the context of German law and the systems theory from which Teubner approaches the topic. The introduction also explores how far the concept of connected contracts might assist in the common law world, including the UK and the USA, to address the same problems that arise in cases involving networks. As well as making a contribution to comparative law and legal theory, the book will be of interest to scholars interested in contract law, commercial law and the law of business associations.

For developing countries, a stable and secure supply of electricity is crucial for industrial and commercial development, and for the well-being of their populations. Since the early 1990s, the main mechanism for constructing power generation facilities in developing countries has been the independent power project (IPP) model, where a foreign private entity enters into long term investment contracts with host government entities. This model has succeeded in attracting investment, but raises complex regulatory and contractual challenges in addition to public concerns. This book - drawing on project contracts, available information about relevant contractual practices (including private interview sources), case law from disputes between investors and host countries, and literature commenting on the legal and economic aspects of the investment's structure - analyzes the IPP model's consequences for development. The author identifies six main consequences for development: * The IPP model has led to private investment, which has increases reliability, modernization and introduced private standards; * It contains an intrinsic structural weakness in times of economic downturns; * It has shown a tendency to lead to overinvestment in generation capacity; * It has shown a tendency to lead to to expensive and suboptimal solutions regarding choice of design and technology; * The model (and its institutional surroundings) contains insufficient disincentives against moral hazard and exploitative behavior (including corruption); and * The IPP model does not facilitate the further development of the host country's power sector. The author argues that these consequences for development can be improved without detrimentally compromising the private sector's willingness to continue to invest. While pursuing this analysis, the author also explores such issues as the following: * the web of parties and contracts constituting the IPP model; * the extent of the host country's legal obligations; * the private investors' legal investment protection, including political risk insurance; * the aggregate allocation of risk and responsibility,including to what extent foreign investors also are protected . against commercial and credit risks; * the competing needs of predictability and flexibility; * how the IPP model, and its institutional surroundings, have reacted to nummerable and * credible allegations of corruption during procurement * the role an investor's home government including its national export credit institution; * incentives as catalysts of moral hazard, observable in Indonesia's IPP program; and * identification of factors reducing, or increasing, the IPP model's tendency to fail during severe economic recessions

This book explores the evolution of contract law in England, France, Germany and Italy during the last one hundred years from the perspectives of law and its context. Dr Niglia's treatment of contract law is fundamentally distinct from that in legal comparativist studies. It reassesses classical descriptive, analytical and normative positions and thoroughly submits that contract law is not a legal abstraction. It is part of a more concrete story of societal developments, the reflection of each polity's legal and political order. In particular, the book discovers an interaction between the core area of contract law, the law of standard form contracts, and the socio-economic and political history of the past century of England, France, Germany and Italy. As such, it is argued that the law has been strongly influenced by defining state 'choices' about the citizenry's welfare and security. The key argument is provided that during the course of the last decade--as a result of the epoch-making impact of Community 're-regulatory' processes--a major transformation of the legal structure has been gaining ground, alas yet unnoticed in legal comparative studies. In the first instance, the book engages those interested in contract law and its 'Europeanisation', in the law of standard form contracts, and in comparative and economico-legal aspects of contract law. However, this book will also interest the reader expert in Community law, even if unconcerned with contract law. It is a studious investigation into one of the 'underworlds' of which European integration is composed. It looks at certain aspects which are central to Community consumer policy, and it presents an in-depth analysis of themaking and enforcement of the directive on unfair terms in consumer contracts.

This book seeks to fill a gap in the existing literature by describing the formulation, interpretation and enforcement of the rules on consumer contracts in China and the EU, and by mapping key similarities and differences. The study addresses selected issues regarding consumer contracts: sources of law in the two jurisdictions are first discussed to set the scene. Afterwards, one preliminary issue - how to define the concept of a consumer contract - and two substantive topics - unfair terms and withdrawal rights - are dealt with. Apart from the descriptive analysis, the book also provides possible explanations for these comparative findings, and argues that the differences in consumer contract rules can be primarily attributed to a disparity of markets. The book offers a valuable resource, particularly for researchers and practitioners in the fields of private law and comparative law.

The law of restitution has developed apace, taking its doctrinal starting point for the most part from the principle of unjust enrichment. This principle, however, has proved itself to be theoretically unstable, particularly in respect of the proper relationship of restitution with other bodies of law. This book is an account of the law of restitution which provides coherence in its relationships with other areas of private law, reflects a consistent theoretical underpinning, and offers an organisation of the law which is not solely dependent on theory but which also reflects a contextual coherence. One important consequence of this reformulation is that the subject matter which falls properly within the ambit of the law of restitution is considerably less than is currently supposed. Although directed to the substantive law of New Zealand, the book is an important contribution to the developing theoretical organisation of the law and extends far beyond that jurisdiction.

This is an important book which explores the classification of obligations. This is a very topical subject and it is fitting that it is examined here by contributors who are among the best-known writers in this field. The contributions include A New 'Seascape' for Obligations: Reclassification on the Basis of Measure of Damages by Jane Stapleton; Basic Obligations by James Penner; and an essay by Peter Birks himself entitled, Definition and Division: A Meditation on Institutes. These essays combine practical and academic perspectives which usefully highlight contemporary trends in the law of obligations. The book will be a valuable addition to the libraries of all teachers involved in this area of law.