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12 Cards in this Set
- Front
- Back
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purpose of contractual interpretation |
general goal of the courts when interpreting a contract is to apply the most reasonable meaning to the words of the contract, given the circumstances |
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Contractual Interpretation favours... |
upholding the validity of the contract rather than declaring the contract void for uncertainty -respect intention of parties -public interest for contracts -efficient society |
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remember about what goes to court: |
only disputes of reasonable value |
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strict/plain meaning approach |
focuses on ordinary meaning of the words |
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liberal approach |
focuses on the surrounding circumstances (factual matrix) |
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Which contractual Interpretation would court use in a given case? |
Court looks at contract through the eyes of a reasonable person or an informed, objective bystander |
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Contra Profenntem |
rule states that if a court is faced with an ambiguous word or phrase, it should select the meaning that is least advantageous to the party that drafted it |
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Horne Coupar v Velleta & Co |
useful explanation of contra proferentum. encourage drafter to be as clear as possible when crafting an agreement upon which the parties rely - turn their minds onto the foreseeable circumstances. |
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Parole Evidence Rule |
one thing that the court won't allow is oral testimony of either party to add, subtract from, or contradict an unambiguous term of the contract 4 Exceptions |
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implied terms (of contract) |
term not expressly included by the parties in their agreement but which, as reasonable people, they would have included if they thought about it. |
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condition precedent |
calls for the happening of some event or the performance of some act before the contract shall be binding on upon the parties |
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which terms will a court imply? |
Generally speaking, aside from terms implied by custom or statute, the court will only imply terms that are reasonably necessary to make the contract effective; it will not seek to create the "perfect contract". GIVE EFFECTS TO SERIOUSLY MADE CONTRACTS. |
