Commercial Law and Practice WS04 D1

LEGAL PRACTICE COURSE

Commercial Law and Practice
Skills Session 4

Topic(s):

 Reviewing standard terms and conditions of sale.
 Drafting exclusion clauses.
 Unfair Contract Terms Act 1977
 Misrepresentation Act 1967


Skills:
Drafting.

Learning Outcomes:

By the end of this session you will be able to:
 Recognise the sort of contractual provisions which amount to exclusion clauses and fall
within the ambit of the Unfair Contract Terms Act 1977 (“UCTA”) and/or the
Misrepresentation Act 1967 (“MA”).
 Take a structured approach to preparing an initial draft of an exclusion clause.
 Explain the legal issues to be taken into account when drafting an exclusion clause.
 Advise as to the likelihood of enforceability of an exclusion clause.


Session Activities:
 Draft appropriate amendments to a seller’s terms and conditions, taking both legal and
commercial factors into consideration.
 Explain the relevance of UCTA and the MA to a seller’s terms and conditions.
 Draft an exclusion clause for an international supply contract.


Materials Attached:
 Pre-session Task, consisting of email from supervisor attaching client’s terms and
condition of supply.
There is no separate In-Session Task.


Materials provided in Session:
 Suggested amendments to terms and conditions of supply.


Preparation for Session:
 Read Chapter 7, Chapter 8 and Paragraph 9.3 of the Commercial manual.
 Prepare a detailed written answer to Part 1 and Part 2 of the Pre-Session Task, following
the instructions set out in the task. You do not need to prepare a detailed written answer
to Part 3 of the Pre-Session Task but you should locate appropriate precedents.

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, LEGAL PRACTICE COURSE


 Make a note of the reference number(s) of any appropriate precedents which you have
used or found for the Pre-Session Task, bringing hard copies with you to the session.


Drafting Criteria

1. Technical Language Skills 2. Form and Presentation 3. Content

1.1 Correct grammar 2.1 Appropriate layout using 3.1 Accurately addresses relevant
1.2 Correctly spelt paragraphing, clauses, and factual issues
1.3 Correctly punctuated schedules 3.2 Accurately addresses relevant legal
1.4 Accurate, consistent and 2.2 Forms a consistent and coherent issues
unambiguous language whole 3.3 Accurately addresses relevant
2.3 Uses headings appropriately procedural issues
2.4 Uses definitions appropriately 3.4 Meets any formal requirements
2.5 Uses appropriate numbering 3.5 Uses precedents effectively
system 3.6 Accurately reviews drafting to
2.6 Uses recitals and boilerplate identify and correct omissions and
appropriately errors
3.7 Where relevant, explains meaning
and effect of document and
implications for client




Post-Session:
 Re-read s11 and s26 UCTA.
 Review your notes from the session to consolidate your learning.



-Need to have a good idea of the commercial realities the client do on the day to day basis,
so know the issues they are likely to face
-Seramica will be selling the tough tile which there are particular issues with it, so need to be
aware of this→ e.g. they change colour




Commercial Law and Practice

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