LAW 122 Lecture Notes - Lecture 8: Contra Proferentem, Risk Management, Golden Rule

• School: Ryerson University
• Department: Law and Business
• Course: LAW 122
• Professor: Anita John

Document Summary

Maybe misrepresentation if false: term: a term is similar to a representation, but the truth of the statement is guaranteed by the person who made the statement therefore giving rise to a contractual obligation. For the purposes of breach of contract, a term may further be categorized. Test: parties" objective intentions as a condition, warranty or innominate term. Legal purpose: document title; document, purpose; recitals. Terms and conditions: description of, item/equipment, price, consideration, disclosures, delivery & risk of loss, warranty, effective date; expiration, date, remedies, applicable laws, confidentiality, force majeure. Literal approach (golden rule: words are given their plain and ordinary meaning, intentions and surrounding circumstances considered. Golden rule contra proferentem: words given ordinary meaning unless result is absurdity, ambiguities interpreted against person relying on clause. A contract may also contain implied terms express terms may not fully reflect intention of parties parties" remaining intentions may be implied by law: common law (implied by court, statutory law (implied by statute)