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LGST101 Business Law Study Guide
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Study guide with all case studies and all chapters required for business law.
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1.Contract
Principles
Offer
Acceptance
Formation
Consideration
Intention
to
Create
Legal
Relations
Terms
of
Contract
Tort
of
Negligence
Condition/Warranty/
Scope
Innominate
Terms
Law
of
Agency
Exemption
Clauses
Rights
of
Third
Party
Termination
by
Vitiation
Termination
by
Performance
Illegality
Agreement
Discharge
Duress
Performance
Misrepresentation
Breach
Undue
InCluence
Frustration
, Legal
Aim
Issue
Legal
Area
of
Interest
To
Establish
1. Determine
the
type
of
offer,
or
establish
invitation
to
treat
2. Determine
if
the
offer
was
terminated
(counter
offer,
lapse
of
time,
failure
of
Offer
and
Acceptance
condition)
or
revoked
in
time.
3. Determine
if
the
acceptance
was
reasonable,
timely
and
unqualified.
1. Determine
if
there
was
consideration
(Benefit-‐detriment
analysis,
consideration
must
flow
from
promisee)
Consideration
2. Determine
if
the
consideration
is
legally
sufficient
a. Existing
Contractual
Duty
(Practical
Benefits)
b. Part
Payment
of
Debt
(Doctrine
of
Promissory
Estoppel)
Intention
to
Create
Legal
1. Determine
the
context
of
the
agreement
(Social/Domestic
vs.
Commercial)
Was
there
a
valid
contract?
Relations
2. Examine
the
intentions
of
the
parties
1. Determine
if
party
in
question
is
privy
to
the
contract
2. If
not,
apply
possible
exceptions
to
the
doctrine
of
privity:
a. Agency
b. Assignment
Privity
c. Collateral
Contracts
d. Himalayan
Clause
e. Black
Hole
Problem
3. Apply
Contracts
(Rights
of
Third
Parties)
Act
Set
aside
the
contract
1. Determine
the
type
of
authority
(actual,
implied
or
apparent)
Agency
2. Determine
if
the
principle
could
ratify
the
contract
1. Was
there
an
express
or
implied
term
to
terminate
the
contract?
2. Is
the
implied
term
reasonable
as
determined
by
the
Terms
of
Contract
a. Business
Efficacy
Test
Was
there
mutual
b. Officious
Bystander
Test
agreement
to
terminate?
2. Was
the
additional
consideration
to
terminate
the
contract
sufficient?
Additional
Consideration
a. Existing
Contractual
Duty
(Practical
Benefits)
b. Part
Payment
of
Debt
(Doctrine
of
Promissory
Estoppel)
1. Determine
the
type
of
Illegality
(Statutory
or
Doctrine
of
Restraint
of
Trade)
2. For
the
latter
case,
determine:
Illegality
a. If
there
is
a
legitimate
interest
to
protect
(Void)
b. If
the
scope
of
coverage
is
reasonable
Was
the
contract
void
or
c. If
it
is
against
public
interest
voidable?
3. Apply
blue-‐pencil
test
to
save
to
contract,
where
possible
1. Determine
the
type
of
duress
(personal,
property
or
economic)
Duress
2. For
the
latter,
examine
the
Nature
of
Demand
and
Nature
of
Pressure
(Voidable)
3. Apply
the
guidelines
to
determine
economic
duress
as
per
the
case
of
Pau
On
v
Lau
Yiu
Long
,Legal
Aim
Issue
Legal
Area
of
Interest
To
Establish
1. Identify
Statement
of
Breach
2. Establish
if
statement
is
a
term
or
representation
3. Establish
a
case
of
misrepresentation
a. False
Statement
of
Past
or
Existing
Fact
Misrepresentation
b. Inducement
(Materiality
or
Actual
Inducement)
(Voidable)
4. Determine
the
type
of
misrepresentation
a. Fraudulent
(recklessly
or
with
intention
to
deceive)
b. Negligent
c. Innocent
5. Determine
if
rescission
is
possible
1. Determine
the
category
of
undue
influence
Undue
Influence
2. Determine
if
the
innocent
party
was
subjected
to
manifest
disadvantage
in
the
case
(Voidable)
of
class
2
undue
influences.
1. Identify
Statement
of
Breach
2. Establish
if
statement
is
a
term
or
representation
3. Establish
if
the
term
if
a
condition/warranty/innominate
term
Breach
a. Examine
intention
of
parties
(language,
nature
and
context,
prior
case,
statute)
(Voidable)
b. Cite
RDC
Concrete
4. Establish
the
time
of
breach
(actual
vs.
anticipatory)
5. Establish
a
Right
of
Election
6. Determine
if
the
contract
was
affirmed
or
terminated
1. Identify
the
event
for
frustration
2. Determine
if
the
frustration
was:
a. Self
Induced
Frustration
b. Foreseeable
c. Renders
the
performance
radically
different
3. Determine
the
type
of
frustration
4. Apply
Frustrated
Contracts
Act
accordingly
1. Identify
Statement
of
Breach
2. Establish
if
statement
is
a
term
or
representation
3. Establish
a
case
of
misrepresentation
a. False
Statement
of
Past
or
Existing
Fact
Has
the
innocent
party
b. Inducement
(Materiality
or
Actual
Inducement)
Damages
Misrepresentation
suffered
a
loss?
4. Determine
the
type
of
misrepresentation
d. Fraudulent
(recklessly
or
with
intention
to
deceive)
e. Negligent
f. Innocent
5. Determine
the
type
of
remedy
(damages
or
indemnity)
, Legal
Aim
Issue
Legal
Area
of
Interest
To
Establish
1. Identify
Statement
of
Breach
2. Establish
if
statement
is
a
term
or
representation
3. Establish
the
time
of
breach
(actual
vs.
anticipatory)
4. Determine
the
amount
of
unliquidated
damages
to
claim
by
examining:
Breach
a. Causation
in
Fact
b. Remoteness
(Hadley
v
Baxendale)
c. Mitigation
d. Assessment
5. Determine
if
the
amount
of
liquidated
damages
is
genuine,
where
applicable
1. Applying
Spandeck
v
DSTA,
establish:
a. Duty
of
Care
(Foreseeability,
Proximity)
b. Policy
considerations
for
negation,
if
any
2. Determine
level
of
standard
of
care
3. Determine
the
amount
of
unliquidated
damages
to
claim
by
examining:
Negligence
a. Causation
in
Fact
b. Remoteness
(Hadley
v
Baxendale)
c. Mitigation
d. Assessment
4. Raise
possible
defences
against
negligence,
if
any
1. Identify
Statement
of
Breach
2. Establish
if
statement
is
a
term
or
representation
3. Establish
the
time
of
breach
(actual
vs.
anticipatory)
4. Determine
the
amount
of
unliquidated
damages
to
claim
by
examining:
a. Causation
in
Fact
Specific
Performance
or
Is
it
equitable
to
do
so?
Breach
b. Remoteness
(Hadley
v
Baxendale)
Injunction
c. Mitigation
d. Assessment
5. Determine
if
the
amount
of
liquidated
damages
is
genuine,
where
applicable
6. Determine
if
damages
are
equitable
and
adequate
7. Discuss
if
there
are
any
factors
that
prevent
this
(mutuality,
constant
supervision)
1. Identify
where
exemption
from
precise
performance
is
possible:
a. Apportionment
Act
b. De
Minimis
Rule
Has
one
party
performed
Payment
Performance
c. Severable
Obligations
sufficiently?
d. Substantial
Performance
e. Acceptance
of
Partial
Performance
f. Prevented
Performance
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