Using Commercial Contracts

The author, David Wright, is a Consultant and lecturer on commercial contracts; also a Visiting lecturer at Manchester University and Sometime visiting lecturer and fellow at Cranfield University. David Wright left university with a good law degree. He worked as a commercial lawyer/manager/negotiator in the electrical industry then, successively in the electronics/avionic and defence industries, on the client's side of the off-shore oil industry, and the contracting side of the chemical/process engineering industries. Finally he spent three years at board level, in in charge of the contractual and commercial function, in a UK/communist joint venture process contractor, followed by a period as General Counsel in an electrical/mechanical engineering group of companies. Since then he has been a lecturer and consultant on contracts and related areas in the electrical/mechanical and process engineering industries He was a member for over seventeen years of the Institution of Chemical Engineers' committees which write the Institution's model conditions of contract for the process industry and supervise the approval, selection and training of arbitrators and adjudicators. He has taught at a number of universities within the UK in law, contract conditions, negotiation and contract/project management, including Cranfield, where he held successively a visiting lectureship and visiting fellowship in European Business Law, Leeds, Imperial College and Manchester University, where he has held a visiting lectureship for some twenty years. He is the author of the Purple Book, the standard Guide to the ICHEME model conditions of contract, a "Guide to Consultancy" and "Law for Project Managers". Finally he is an experienced arbitrator, mediator and adjudicator in the process industry.

About the Author vii

Preface ix

Foreword xiii

Cases Referred to xv

Statutes Referred to xxvii

1 The Law in General 1

2 The Start – Using an Agent 11

3 The Organisation 29

4 Making the Contract Part 1 – The Requirements 37

5 Making the Contract Part 2 – Offer and Acceptance 55

6 Words in Contracts Part 1 – Words Used Pre-Contract 79

7 Words in Contracts Part 2 – Post-Contract 93

8 The Terms of the Contract 101

9 The Basic Framework – Contracts of Sale 117

10 Liability Exemption Clauses 145

11 Factors that May Invalidate a Contract 173

12 Illegal Contracts 189

13 Privity of Contract 205

14 Other Relationships 219

15 Preliminary Agreements and Letters of Intent 229

16 How the Contract Ends 239

17 Remedies for Breach of Contract and Defences to Claims 253

Index 279