Business Law Assignment: Contractual Terms and Breach Analysis

This business law assignment analyzes a scenario involving the purchase of an office chair, the OFFICE PRO X9, and examines several legal issues. The assignment first determines whether statements about the chair's quality are terms of the contract, concluding they are not. It then assesses whether providing lower back support is a contractual term, establishing that it is. The assignment further classifies this term as a condition, distinguishing it from a warranty. Finally, it evaluates the impact of an exclusion clause on the buyer's ability to sue for breach of contract, concluding that the exclusion clause does not prevent a lawsuit because the breach relates to a condition, not a warranty. The analysis relies on established legal principles and case law, providing a comprehensive understanding of contract law concepts.

Running head: BUSINESS LAWS
Business Laws
Name of the student
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Author note

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Answer 1.
ISSUE
To determine whether the information that OFFICE PRO X9 is an amazing chair and/or
is the best on the market is a term of the contract or not.
RULE
In the landmark case of Redgrave v Hurd1, it was observed that Mr. Redgrave, who was
elderly, intimated that the turnover for the solicitor practice was 300 pounds per annum to Mr.
Hurd. In addition to this, Mr. Redgrave told Mr. Hurd that he probably had some documents in
his office as evidence for the above statement and that Mr. Hurd could check it. However, Mr.
Hurd never checked the same. Thereafter, Mr. Hurd signed a contract to essentially become a
partner to Mr. Redgrave. Subsequently, Mr. Hurd discovered that the practice generated a
turnover of only 200 pounds. The honourable judge held that the contract can be terminated on
the grounds of misrepresentation by Mr. Redgrave. It was also opined by the court that it was
evident that Mr. Hurd relied on the false statements of Mr. Redgrave to enter into the contract. In
addition to this, this landmark case established the precedent that a false statement/s should not
have to be the primary or the only reason for a person to enter into an agreement to attract
remedial measures. As long as the misrepresentation had significant influence on the persons
entering into the contract, it can attract remedies.
APPLICATION
The facts of the case direct that the statements made by Samantha in respect of the chair
being amazing and it being the best one on the market can be safely concluded to be personal
1 (1881) 20 Ch D 1

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opinions. However, these statements induced Peter to purchase the chair. These statements can
be easily construed as misrepresentation or simply “misstatements”. Peter relied on these
“misstatements” by Samantha and subsequently signed the contract.
In the present case, we can observe that Samantha said that she thinks that the OFFICE
PRO X9 was the best chair on the market. She also said that it is an amazing chair. These are
essentially her own opinions as something that may be amazing to one person may not be
amazing to another. Furthermore, she used the words “i think” when she claimed that the chair
was the best on the market which makes these statements nothing but personal opinions.
Hence, it can be positively concluded that the above-mentioned statements by Samantha
are not terms of the contract. However, they influenced Peter to purchase the chair nonetheless.
This feature of the present case translates Samantha’s statements into misrepresentations.
CONCLUSION
No, the information that the OFFICE PRO X9 is the best in the market is the not a term
of the contract. The information that it is an amazing chair is also not a term of the contract.
Answer 2.
ISSUE
Is it a term of the contract that the OFFICE PRO X9 provides sufficient lower back
support to allow Peter to work comfortably the whole day?
RULE

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It is a well-established fact of common law that pre-contractual negotiations as well as
post-contractual conduct may result in contractual rights. These rights or liabilities may be in
respect of the contractual terms or completely independent of them. It has been observed that
false statements that are made preceding a contract attract liability for the breach of contractual
terms.
In addition a clause which can make a reasonable person believe that it is a term of the
contract and on such belief the person gets into the contract it is regarded as a term of the
contract as provided in the case of Carlill v Carbolic Smoke Ball Company2
APPLICATION
The facts of the present case throws light on the fact that the term that the chair must
provide lower back support so that Peter can work sitting on it for long hours is a pre-requisite
for him to purchase the chair. Peter essentially went to buy the chair for that particular reason. In
addition to this, he made it very clear to Samantha what his requirements are. Furthermore, he
intimated to her the reason for which he needs a chair that provides lower back support. Hence,
the requirement that the chair should provide lower back support is essential for him to enjoy the
product. Therefore, it can be safely established that it is indeed a term of the contract.
CONCLUSION
Both the terms of providing sufficient lower back support and that it will allow Peter to
work comfortably sitting on it in respect of OFFICE PRO X9 are a part of the contract.
Answer 3.
2 [1892] EWCA Civ 1

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ISSUE
What kind of term is the information regarding OFFICE PRO X9 that it provides
sufficient lower back support to allow Peter to work comfortably sitting on it the whole day?
RULE
In the landmark case of Poussard v Spiers3 , Madame Poussard entered into a contract
with an opera house to perform as an opera singer. Subsequently, she was absent on the first 5
days including the opening night without informing the opera house owing to illness. The Opera
House terminated the contract and hired another singer. It was held by the court that Madame
Poussard has violated a condition of the contract and that Spiers had all the right to terminate the
contract.
in the case of Bettini v Gye4 the judge provided the concept relation to warranties in a contract.
warranties in this case were classified as terms of the contract which were although a part of the
contract but did not constitute its objective. The breach of warranties results in damages.
APPLICATION
The contract law that is prevalent under the common law system categorizes the terms of
the contract into 3 distinct types. These categories are named conditions, intermediaries and
warranties. The terms that are held to be conditions of the contract are the most important ones.
This is by virtue of the fact that the terms that are regarded as conditions are the ones that
essentially relates to the enjoyment or frustration of the contract itself when it is realized or
3 (1876) 1 QBD 410
4 1876 QBD 183

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breached respectively. When one party to a contract violates a conditional term of a contract, the
other party has the right to rescind the whole contract as it frustrates the fulfillment of the subject
matter of the contract.
It can be safely concluded that the term that the OFFICE PRO X9 shall provide lower
back support so that Peter can work sitting on it for long hours is a condition. Subsequently, the
facts of the case bring us to the realization that Forever Furniture has indeed breached this
condition of the contract.
CONCLUSION
The above-mentioned term is a condition as it directly corresponds to a substantial
enjoyment of the chair by Peter and the non-existent of the particular quality in the chair defeats
his purpose of purchasing the chair.
Answer 4.
ISSUE
To determine whether the exclusion clause 10 will prevent Peter from filing a suit against
Forever Furniture for breach of contract as the OFFICE PRO X9 did not provide sufficient lower
back support to work comfortably sitting on it the whole day.
RULE
It is a well established precedent of common law that exclusion clauses are always valid
so far as they are properly incorporated into the contract and not illegal. The case of L'Estrange

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V Graucob5 further stated that any contract signed by the party is binding on it other than in
situation of fraud or misrepresentation.
In the case of Baldry V Marshall6 the court gave the judgment that if an exclusion clause added
by one party to the contract is not clearly understandable and their if further uncertainty related
to the clause the clause shall be provided a meaning by the court which is in favor of the party
who did not add the clause.
APPLICATION
The exclusion clause under clause 10 of the contract was in respect of breach of any
warranty on the part of Forever Furniture. It intended to waive liability in case there is a breach
of warranty. The term that Peter preferred leather material rather than synthetic can be positively
held as a warranty and this exclusion clause protects Forever Furniture from any liability arising
out of violation of this term.
In the present case, it is evident that Forever Furniture has violated a condition of the
contract. The exclusion clause only goes so far as to revoke liability for a breach of warranty.
However, the requirement of the chair to provide lower back support that allows him to work
sitting on it all day is a pre-requisite of the purchase. This makes it a condition of the contract.
The exclusion clause does not bar Forever Furniture from liability for breaching a condition of a
contract. Hence, it will not prevent Peter from filing a suit against Forever Furniture for breach
of contractual terms. Peter can successfully sue Forever Furniture for breach of contractual term
5 [1934] 2 KB 394
6 [1925] 1 KB 260

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in spite of the exclusion clause as the exclusion clause does not relate to the breach of a
condition.
In addition as there is uncertainty in relation to what kind of a term has been violated the
clause would be provided meaning in favor of peter as per the Marshall case.
CONCLUSION
No, the exclusion clause does not prevent Peter from suing Forever Furniture as they
have breached a condition of the contract and that does not relate to warranty.