PGDL Contracts Workshop 4 Terms
2024/2025 Exam Questions and Answers
100% Guaranteed Success | Already
Rated A+
Terms Analysis Sequence - 🧠ANSWER ✔✔What is the type of contract (b2b? sale
of goods?)
What kind of terms are they?
(implied/express, representation, puff?)
Has there been a breach?
What is the effect of the breach?
Is there a valid exemption clause?
Exemption Clause Analysis - 🧠ANSWER ✔✔Incorporation- validly incorporated?
Construction- does it exclude the relevant liability?
Page 1 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
,UCTA/CRA- are there any restrictions imposed by the UCTA/CRA?
What is a contract term - 🧠ANSWER ✔✔- Statement of fact made by the parties
which they intend to be binding
- Terms define the rights and obligations arising from the contract.
- May be express or implied
What is a puff in contract negotiation - 🧠ANSWER ✔✔statements with no legal
significance
Terms- Statements of fact which the parties intend to be binding
What is a representation in contract negotiation - 🧠ANSWER ✔✔statements of
fact or law which parties do not intend to be binding but which do induce the
making of the contract
Differentiated from terms (which parties do intend to be binding)
Consequences of not fulfilling a contract term - 🧠ANSWER ✔✔breach of contract
Page 2 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
,remedies available including damages
Consequences of untrue representations - 🧠ANSWER ✔✔Misrepresentation
(remedies available)
Not necessarily breach of contract
How to differentiate term and representation - 🧠ANSWER ✔✔Terms are
intended to be binding
Objective test for intention
- What would a reasonable person understand to be the intention of the parties,
having regard to all the circumstances
If a statement was meant to induce a contract, prima facie, it was intended to
be binding
Determining factors
- importance of statement
- timing of statement
- written contract
Page 3 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
, - special knowledge or skill of the person making the statement
- assumption of responsibility
terms or representation: importance of the statement - 🧠ANSWER ✔✔- A
statement may be regarded as a term of the contract if it can be shown that the
injured party considered it so important that it would not have entered into the
contract but for that statement.
- Bannerman v White (1861) 10 CB NS 844
terms or representation: importance of the statement (precedent) - 🧠ANSWER
✔✔Bannerman v White (1861) 10 CB NS 844
o FACTS: in respect of negotiations to purchase hops, the defendant said, 'if
they have been treated with sulphur, I am not interested in even knowing the
price of them'. When the plaintiff produced samples, the defendant again
enquired whether sulphur had been used and was assured that it had not. In
fact, a small amount of the crop, some five acres oterm-8ut of a total of 300
acres, had been treated with sulphur. The defendant treated the contract as
repudiated
Page 4 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
2024/2025 Exam Questions and Answers
100% Guaranteed Success | Already
Rated A+
Terms Analysis Sequence - 🧠ANSWER ✔✔What is the type of contract (b2b? sale
of goods?)
What kind of terms are they?
(implied/express, representation, puff?)
Has there been a breach?
What is the effect of the breach?
Is there a valid exemption clause?
Exemption Clause Analysis - 🧠ANSWER ✔✔Incorporation- validly incorporated?
Construction- does it exclude the relevant liability?
Page 1 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
,UCTA/CRA- are there any restrictions imposed by the UCTA/CRA?
What is a contract term - 🧠ANSWER ✔✔- Statement of fact made by the parties
which they intend to be binding
- Terms define the rights and obligations arising from the contract.
- May be express or implied
What is a puff in contract negotiation - 🧠ANSWER ✔✔statements with no legal
significance
Terms- Statements of fact which the parties intend to be binding
What is a representation in contract negotiation - 🧠ANSWER ✔✔statements of
fact or law which parties do not intend to be binding but which do induce the
making of the contract
Differentiated from terms (which parties do intend to be binding)
Consequences of not fulfilling a contract term - 🧠ANSWER ✔✔breach of contract
Page 2 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
,remedies available including damages
Consequences of untrue representations - 🧠ANSWER ✔✔Misrepresentation
(remedies available)
Not necessarily breach of contract
How to differentiate term and representation - 🧠ANSWER ✔✔Terms are
intended to be binding
Objective test for intention
- What would a reasonable person understand to be the intention of the parties,
having regard to all the circumstances
If a statement was meant to induce a contract, prima facie, it was intended to
be binding
Determining factors
- importance of statement
- timing of statement
- written contract
Page 3 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
, - special knowledge or skill of the person making the statement
- assumption of responsibility
terms or representation: importance of the statement - 🧠ANSWER ✔✔- A
statement may be regarded as a term of the contract if it can be shown that the
injured party considered it so important that it would not have entered into the
contract but for that statement.
- Bannerman v White (1861) 10 CB NS 844
terms or representation: importance of the statement (precedent) - 🧠ANSWER
✔✔Bannerman v White (1861) 10 CB NS 844
o FACTS: in respect of negotiations to purchase hops, the defendant said, 'if
they have been treated with sulphur, I am not interested in even knowing the
price of them'. When the plaintiff produced samples, the defendant again
enquired whether sulphur had been used and was assured that it had not. In
fact, a small amount of the crop, some five acres oterm-8ut of a total of 300
acres, had been treated with sulphur. The defendant treated the contract as
repudiated
Page 4 of 40
COPYRIGHT©JOSHCLAY 2025/2026. YEAR PUBLISHED 2025. COMPANY REGISTRATION NUMBER:
619652435. TERMS OF USE. PRIVACY STATEMENT. ALL RIGHTS RESERVED
