UGB 110 Assignments notes

Express and Implied terms Express Terms of a Contract: Specifically agreed (think "expressly stated") by the parties. In a written contract, the express terms of a contract will be the written terms. In a verbal contract , they'll be the words spoken by one party to the other to form the contract. An express term is a term agreed on by the parties to the contract, however: i) oral agreements - the existence of any particular term is a matter of evidence. ii) written agreements - the terms in the agreement are the terms of the contract. The contract may also include terms by reference, that is a statement that a particular set of standard conditions apply and incorporates those conditions into the contract. iii) agreements partly in writing and partly oral - a problem as it is a fine matter as to whether an oral item is a term of the contract or not. Generally it will be assumed, in commercial contracts that the written agreement is the contract to the exclusion of oral terms unless the party alleging the oral term can show it is so central to the agreement that it must be included. 2
express term SS Ardennes (Cargo Owners) v Ardennes (Owners) [1950] 2 All ER 517 The plaintiffs were growers of oranges in Spain, the defendants were shipowners. A cargo of oranges was shipped on the defendant's vessel, on the strength of an "oral promise" that the vessel would go directly to England to arrive by 01.12.47, but they went via Antwerp and didn't arrive until the 4th Dec. The Bill of Lading contained a clause allowing the carrier to proceed "by any route and whether directly or indirectly" Held - It was an express oral warranty that overruled the terms in the Bill of Lading Otherwise the item will be treated as a representation more of which later. 3
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