70211 Contracts
Warning: The information on this page is indicative. The subject outline for a
particular session, location and mode of offering is the authoritative source
of all information about the subject for that offering. Required texts, recommended texts and references in particular are likely to change. Students will be provided with a subject outline once they enrol in the subject.
Subject handbook information prior to 2024 is available in the Archives.
Credit points: 8 cp
Result type: Grade and marks
Requisite(s): 70120c Legal Method and Research OR 70102 Foundations of Law
The lower case 'c' after the subject code indicates that the subject is a corequisite. See definitions for details.
These requisites may not apply to students in certain courses. See access conditions.
Description
This subject deals with the legal principles related to binding promises and the issues arising out of their interpretation, performance, and termination. The topics covered include the formation of contracts (agreement, consideration, intention, writing, capacity, privity); content and construction (terms); vitiating factors (misrepresentation, duress, undue influence and unconscionable conduct); and discharge by performance and non-performance of contractual obligations (breach and frustration). Remedies for breach of contract are covered in 71116 Remedies.
Subject learning objectives (SLOs)
Upon successful completion of this subject students should be able to:
| 1. | Demonstrate a coherent understanding of the fundamental elements of contract law, using appropriate legal authority and citation; |
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| 2. | Building on the matters covered in 70103 Ethics Law & Justice, understand ethical challenges arising in key areas of contract law; |
| 3. | Critically analyse fact scenarios to identify contractual issues; |
| 4. | Identify and apply relevant contract law to fact scenarios and evaluate the likely legal outcomes in order to advise a party of their contractual rights; |
| 5. | Apply legal problem-solving skills to produce a clear, rational, coherent and professional written response to a contract law question using appropriate legal authority and citation. |
Course intended learning outcomes (CILOs)
This subject also contributes specifically to the development of the following graduate attributes which reflect the course intended learning outcomes:
- Legal Knowledge
A coherent understanding of fundamental areas of legal knowledge including:
a. The Australian colonial and post-colonial legal system, international and comparative contexts, theoretical and technical knowledge;
b. The broader contexts within which legal issues arise and the law operates including cultural awareness, social justice and policy;
c. The impact of Anglo-Australian laws on Indigenous peoples, including their historical origins in the process of colonisation and ongoing impact; and
d. The principles and values of justice and ethical practices in lawyers' roles. (LAW.1.1) - Ethics and Professional Responsibility
A capacity to value and promote honesty, integrity, accountability, public service and ethical standards including:
a. An understanding of approaches to ethical decision making and professional responsibility;
b. An ability to recognise, reflect upon and respond to ethical issues likely to arise in professional contexts in ways that evidence professional judgment, promote justice and serve the community; and
c. An ability to reflect on and engage constructively with diversity in practice. (LAW.2.1) - Critical Analysis and Evaluation
A capacity to think critically, strategically and creatively, including the ability to:
a. Identify and articulate legal issues in context, including the skill of critical reading and writing;
b. Apply reasoning and research to generate appropriate responses;
c. Engage in critical analysis and make a reasoned choice amongst alternatives; and
d. Think creatively in approaching legal issues and generating appropriate responses. (LAW.3.1) - Communication
Effective and appropriate communication skills including:
a. Highly effective use of the English language to convey legal ideas and views to different and diverse audiences and environments;
b. An ability to communicate to inform, analyse, report and persuade;
c. An ability to strategically select an appropriate medium and message;
d. An ability to assess how messages are received and alter communication strategies accordingly; and
e. An ability to be responsive and adaptive to the perspectives of collaborators, clients, counter parties and others. (LAW.5.1) - Self management
The ability to implement appropriate self-management and lifelong learning strategies including:
a. An ability to undertake and initiate self-directed work and learning;
b. Well-developed judgment and responsibility as a legal professional in a broader social context;
c. The ability to support personal and professional development by:
(i). Reflecting on and assessing their own capabilities, wellbeing and performance;
(ii). Making use of feedback as appropriate;
(iii). Identifying and accessing appropriate resources and assistance; and
(iv). Making use of resources and support in developing resilience; and
d. A capacity to adapt to and embrace change and a commitment to ongoing learning. (LAW.8.1)
Teaching and learning strategies
Strategy 1: Video lectures
Video lectures will provide context, guidance and topic orientation to your study. They do not exhaustively cover every aspect of contract law, but rather are a supplement to your independent preparation. Students must do their own reading to fill out the detail of matters covered in the lectures.
Video lectures will be available on Canvas. Lecture slides will be provided with recordings to provide a roadmap of what will be covered.
Strategy 2: Tutorials
Tutorials are weekly and two hours in duration.
Tutorials are where you can:
- Test your knowledge of contract law and identify areas that need improvement by collaboratively working on problem questions.
- Practice reading cases and thinking about legal principles.
- Practice your problem-solving skills, including critical analysis and evaluation, by applying legal principles learned in the subject to fact scenarios.
- Practice writing skills.
- Receive feedback on your progress in a group setting from your tutorial leader and peers.
The legal knowledge, legal and critical analysis, and writing skills practiced in tutorials will be assessed in summative written assessments.
Strategy 3: Independent preparation
1. Required Reading Materials
Required readings are set to:
- prepare you for lectures and tutorials.
- provide detail on legal principles covered in lectures.
- develop your case reading and comprehension skills.
- encourage independent learning skills.
- provide insight into appropriate form, language, expression and legal citation for formal legal writing.
You must do your readings. Reliance on the lectures alone will not be sufficient to pass this subject.
Moreover, students are expected to read the weekly primary legal sources (cases and legislation) themselves rather than rely solely on summaries obtained from past students or text books.
Students should expect to spend up to 16 hours a week on this subject. Weekly lectures and tutorials take 4 hours per week, the rest should be spent on the prescribed readings, self-directed learning, maintaining set of properly referenced notes and working on formal assessments.
2. Online Quizzes
To facilitate students’ self-assessment of their learning and understanding of key principles and case law in this subject, and to properly prepare for tutorial, students are required to complete an online pre-tutorial quiz each week.
Subject Delivery:
Lectures: Weekly pre-recorded video lectures available on Canvas. On average they equate to 2 hours per week.
Tutorials: Weekly two-hour tutorials. Subject to Covid-19 restrictions, most tutorials are on campus.
Content (topics)
Topic 1: Contract formation
1.1 Agreement: Offer
1.2 Agreement: Acceptance
1.3 Agreement: Exceptions to Offer and Acceptance
1.4 Electronic Transactions
1.5 Consideration
1.6 Intention
1.7 Completeness, Certainty and Illusory contracts
1.8 Formalities
Topic 2: Parties
2.1 Capacity
2.2 Privity
Topic 3: Terms of the contract
3.1 Express terms
3.1.1 Introduction to terms
3.1.2 When is a statement a term of the contract?
3.1.3 The parol evidence rule
3.1.4 Collateral contracts
3.1.5 Incorporation of terms by signature
3.1.6 Incorporation of terms by notice
3.1.7 Incorporation of terms by course of dealings
3.2 Construing the terms
3.2.1 General principles
3.2.2 Extrinsic evidence and the parol evidence rule
3.2.3 The process of construction
3.2.4 Exclusions clauses
Topic 4: Gap-filling (Implied terms)
4.1 Terms implied in fact
4.2 Terms implied by trade custom
4.3 Terms implied by law
Topic 5: Discharge / Termination of contract
5.0 Introduction to discharge / termination
5.1 Discharge by performance
5.2 Termination by agreement
5.3 Termination for breach
5.4 Termination for repudiation
5.5 Discharge by frustration
Topic 6: Vitiating factors (Proper consent)
6.1 Misinformation:
6.1.1 Misrepresentation (innocent/fraudulent)
6.1.2 Australian Consumer Law s 18
6.1.3 Mistake
6.2 Abuse of power
6.2.1 Duress
6.2.2 Undue influence
6.2.3 Unconscionable conduct
6.2.4 Third party impropriety
6.2.5 Yerkey v Jones / Garcia v National Australia Bank
6.3 Illegality
Topic 7: Introduction to remedies
7.1 Termination / rescission
7.2 Election
7.3 Actions for debt
7.4 Introduction to damages and specific performance
7.5 Other causes of action (inc promissory estoppel)
Assessment
Assessment task 1: Weekly Tutorial Preparation and Case Reading
| Intent: | Sound time management, preparation, and knowledge of the law are essential legal skills. This assessment consists of 2 pre-tutorial quizzes that must be completed each week before tutorials for that week commence. Those quizzes are:
These assessable activities will:
Having completed the relevant learning activities and above quizzes, you should then be better prepared for active participation in (non-assessable) tutorial discussion. Tutorial engagement is critical to receiving ongoing formative feedback on understanding of the principles. Developing a sound understanding of the relevant topics of Contracts during tutorials will better prepare you for the final exam by embedding knowledge incrementally through the semester. |
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| Objective(s): | This task addresses the following subject learning objectives: 1, 2, 3 and 4 This task contributes specifically to the development of the following graduate attributes: LAW.1.1, LAW.3.1 and LAW.8.1 |
| Weight: | 15% |
| Criteria: | Conceptual Quizzes
Case Quizzes
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Assessment task 2: Written assessment
| Intent: | This assessment will test your legal knowledge, develop your written communication skills and develop your problem solving skills. |
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| Objective(s): | This task addresses the following subject learning objectives: 1, 2, 3, 4 and 5 This task contributes specifically to the development of the following graduate attributes: LAW.1.1, LAW.2.1, LAW.3.1, LAW.5.1 and LAW.8.1 |
| Weight: | 35% |
| Length: | 2,000 word limit - 10% leeway permitted. |
| Criteria: |
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Assessment task 3: Final exam
| Intent: | The final examination is the culmination of the subject where you demonstrate your mastery of it. The purpose of the end of semester examination is to test your legal knowledge of contract law, problem-solving and written communication skills. |
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| Objective(s): | This task addresses the following subject learning objectives: 1, 3, 4 and 5 This task contributes specifically to the development of the following graduate attributes: LAW.1.1, LAW.3.1 and LAW.5.1 |
| Weight: | 50% |
| Length: | 2 hours within a 3 hour window. |
| Criteria: |
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Required texts
1. Andrew Robertson, Jeannie Paterson, Contract: Cases and Materials (14th edition, Law Book Co of Australasia, 2020).
An electronic version of the Casebook can be accessed freely through the UTS Library.
If you wish to rely on this free version of the Casebook, be aware that the Library's licensing arrangements limits the number of viewers at the same time. There are also restrictions on the number of chapters that can be downloaded by one person at any one time.
2. Australian Guide to Legal Citation (4th edition) ('AGLC')
A PDF of the AGLC is available online to download.
Recommended texts
The following books are recommended as a useful resources that may provide students with insight to the topics covered in this subject:
- John Gooley, Peter Radan, Ilija Vickovitch, Principles of Australian Contract Law (5th ed, Lexis Nexis, 2021).
- Jeannie Paterson and Andrew Robertson, Principles of Contract Law (Thomson Reuters, 6th ed, 2020).
- John Carter, Contract Law in Australia (LexisNexis, 7th ed, 2018).
- John Carter et al, Cases and Materials on Contract Law in Australia (LexisNexis, 7th ed, 2019).
- John Carter and Greg Tolhurst, Carter on Contract (Lexis Advance Pacific).
- Stephen Graw, An Introduction to the Law of Contract (Lawbook Co, 10th ed, 2021).
- Jason Harris and Christopher Croese, Contract Law in Australia (CCH, 2015).
Other resources
Useful Web Sites
- See the Library, Law databases
- Legislation (NSW): www.legislation.nsw.gov.au
- Legislation (Clth): www.comlaw.gov.au
- Austlii: www.austlii.edu.au
Tutorials
Tutorials are not recorded.
If you cannot attend your usual tutorial, you may be able to attend an alternative one that week.
- Consult the UTS Timetable Planner to find out when other tutorials are held.
- Send an email request to attend a different tutorial to the subject administration email:70211@uts.edu.au.
- Make sure you use your UTS student email and provide your student ID/name.
Private recordings
Personal audio or visual recording of classes for this subject is strictly prohibited unless written approval is sought and given in advance by the Subject Coordinator.
Approval for audio or visual recording will usually be limited to medical or hardship reasons, and if approved, must be arranged by the student. Students may only use the audio or visual recording for private study purposes and permission must be obtained from the Subject Coordinator for any other usage. Given the interactive nature of classes, any student who does not wish to be audio-taped must advise the Subject Coordinator in advance otherwise permission from students is assumed.