Contract Law and Law of Torts

People enter into contracts for various reasons. A contract is generally defined as a promise or
enforceable agreement. As a promise, it is one-sided and can only be enforced by the
seriousness of the promiser, but as an agreement, it denotes a bilateral or multilateral
consensus by parties about their rights and liabilities. This promise and agreement can be
recognised by law in a way that provides legal instruments for the enforcement of such
contracts and legal mechanisms for seeking damages in case of disagreements. Contract law is a
legal framework that allows parties to agree upon their own rights and obligations mutually.
Contract law supports the activities of contracting by making transactions legally enforceable
(Chen-Wishart 2012) and, at the same time, places restraints on the behaviours of the parties
and the shape of the contract's obligations that are created while limiting the means to which
contracting parties may enforce their agreement.
Promises and agreements are only workable through legal analysis, as contracts cannot exist
outside the law (Chen-Wishart 2012). Contract law typically envisages the administration of
agreement in relation to a discrete offer by one party and an acceptance by the
other (Farnsworth, 2006). To determine whether an agreement is legally binding, every legal
system has two requirements: assuming that contractual liability is consensual, the first
requirement is that the parties must have demonstrated their assent to be bound; second, the
assumption that contract law protects the promisee's expectation implies that the agreement
to which they expressed their assent must be specific enough to be enforceable. Once the offer
is accepted, the resulting contract binds both parties.
Beale et al. (2019) explained that contract laws are derived from common statutes and
legislation. Legislation are status made by a country's parliament, while common law is derived
from judge-made laws resulting from case-by-case analysis over time. It also possesses an
element of freedom while imposing limits on the same freedom. Freedom in contract law
mandates that contracting parties should be free to what, when and whether to bind
themselves with contracts. This allows parties to enter into contracts for something valuable to
them. On the other hand, contract law imposes restrictions on freedom to protect parties from
fraud and duress that interferes with their exercise of choice. These limitations posit that not all
free choices are supported by legal enforcement, significantly when such freedoms are
contaminated with elements of criminality and immorality.
Elements of Contracts
Contracts are entered on the basics of offer and acceptance. Allen and Overy (2016) posit that
an offer is a declaration of intent to enter into an agreement on particular terms with the
understanding that it will become enforceable once the recipient to who it is directed accepts
it. The offeror's intention to be bound by the terms of the offer if the other party accepts it
must be clearly stated. Therefore, even if the offeror has no intention to be bound, he will still
be bound if his words or actions would lead a logical third-party observer to believe that he
does. This was the situation when a university accidentally offered a spot to a prospective
student. An offer may be made to a single person, a particular group of people, or the entire
world. Express offers can be made verbally or nonverbally. A person does not create an offer
when they extend an invitation to treat, which is the difference between an offer and an
invitation to treat. The intention behind the utterance is the primary factor determining
whether a statement is an offer or an invitation to treat. An invitation to treat is not made with
the intent that it will become legally binding as soon as the recipient indicates his agreement
with its terms.
An acceptance, in contrast, is a definitive declaration of agreement to the terms of a proposal.
Acceptance of an offer must be on the terms of the agreement entered. An offer may be
accepted by action (for instance, by sending the requested goods to the offeror in the case of a
purchase offer). Since it might be difficult for the offeror to be bound if he were to discover that
his offer had been accepted without his knowledge, acceptance is not legally binding until it is
communicated to the offeror. The general rule is that a postal acceptance is made when it is
posted, even if the letter is lost, delayed, or destroyed. The postal rule, however, won't apply if
the terms of the offer specifically disallow it. An offer that needs to be accepted in a specific
way must generally only be accepted in that way. If acceptance is made through an immediate
medium, like email, it will become effective when and where it is received. It's important to
note that an offeror cannot specify that an offeree's silence constitutes acceptance.

Contractual Rights
Contractual rights include (primary) rights that define the nature of a contract and are
enforceable against the other contracting party, as well as other rights (Lutz-Christian, 2020).
For instance, the right of the seller to ask for payment of the purchase price falls into the
former category, while the option to terminate the sales contract in specific situations as
defined by law or the parties falls into the latter. Contractual claims are typically viewed as
private rights (rights in personam). Unlike property rights (rights in rem), personal rights can
only be enforced against a specific individual or individuals. In other words, the effect of
contractual claims is neither absolute nor universal, but rather relative. The distinction between
individual rights and property rights dates back to Roman law Taylor and Taylor, 2017) .
End of Contracts
Contracts end in four ways. These four fundamental ways of ending contracts are expiration,
termination, vitiation and frustration.
Expiration: Contract expiration refers to the point where contracts end per the terms upon
which it was entered. It is either because it has a fixed date for its expiration or because the
contract has a right given to the party to terminate it. Savelyev (2017) posited that contracts
could also end through termination, which refers to the remedy by which the injured party is
released from their contractual obligation to perform the agreed terms because of the other
party's defective or non-compliance. Scott & Triantis (2005) further explained that the non-
compliance of one party in achieving the agreed terms of the contract is referred to as a breach
of the contract. Breach allows the injured party to terminate the agreement or to affirm it and
claim further performance.
Termination: For a contract to be terminated, the injured party must be the originator of the
termination as the non-performing party will not be allowed to take advantage of his own
breach of agreements with the other party to get out of the contract. Therefore, during
termination, the injured party indicates their intention to terminate the contract by issuing a
notice to the guilty party or by commencing proceedings Van Dam (2013). The injured party
then terminates the contract as a whole, but if the injured party accepts further performance
after the breach, he may be held to have affirmed so that he cannot later terminate the
contract. After termination of the contract has been effected, the injured party will no longer
be bound to accept or pay for further performance.
Andrews (2015) explains that contract termination does not release the injured party from his
responsibility to perform obligations accrued before the termination. He argued further that if
the injured party refuses to exercise his option to terminate the contract or if he positively
affirms the assurance, then the contract remains in force. Each party is bound to perform his
obligations based on the terms of the agreement.
Three situations give the right to the injured party to terminate contracts. Cahuc (2012) listed
these situations as (1) repudiation: where a party demonstrates an apparent and total refusal
to perform the contract; (2) impossibility: where a party incapacitates himself from the
execution of the contract and (3) substantial failure to execute the contract. Any of the three
defects in the execution of the contract must reach a certain minimum degree of seriousness to
entitle the injured party to terminate the contract. According to Cahuc (2012), any failure in
execution is significant when it deprives the party of what he bargained for during the contract
negotiation. If the breaches are not severe, a right to damages may arise, but not a right to
terminate. Filing legal proceedings for violating any contract does not necessarily qualify as a
termination of that contract. In most cases, the claimant or the injured party is seeking
damages alone, and the contract may contain specified formalities to be met before
termination can occur.

A contract breach arises when a party refuses or fails to execute what is due from him under
the contractual agreement, performs it defectively, or incapacitates himself from completing it
without lawful excuse. For breaches to be said to have taken, there must be a failure or refusal
to perform or execute a contractual promise; when a party incapacitates itself or when a party
promises to do one thing but does another, which differs in time, quantity or quality of the
contractual agreement. The effect of defective execution differs from those of a complete
failure or refusal to perform. Where the subpar performance is severe, the breach may amount
to non-performance rather than defective (Eisenberg 1984).
Breaches can be anticipatory, and it occurs when a party either repudiates the contract or
disables himself from executing it before performance is due. Anticipatory breach entails
repudiation, the apparent and absolute refusal to execute the contract. It also includes
conducts such as showing that the party is unwilling, even though he may be able, to execute
the contract; and disablement which entails dispossession elsewhere, by a party, of the specific
thing which forms the subject matter of the contract.
If one party commits an anticipatory breach, the other party can keep the contract alive by
continuing to press for performance or accept the violation. By doing so, he reserves a right to
damages and termination (Mulcahy & Tillotson 2004). When the injured party does not accept
the breach, he remains liable to execute and retains the right to enforce the other party's
primary obligations. Still, the effect of one party's breach may mean that it will prevent the
other party from performing his contractual obligations. Affirmation does not bar the injured
party from ending the agreement due to a subsequent genuine breach. If the harmed party
does accept the breach, it must be fully and unambiguously acknowledged, and he must make
it clear that he regards the contract as being terminated. A breach may be acknowledged by
filing a claim for damages or by notifying the party in breach of your intention to do so.
Accepting the breach entitles the injured party to immediately bring a claim for damages
(before the time fixed for performance). An anticipatory breach can result in a right to
terminate, just like an actual breach. If the anticipated consequences of the anticipatory breach
are sufficient to meet the criteria for a substantial failure in performance, then this right
becomes immediately applicable.
Vitiation: The question of whether the existence or absence of a particular fact, or the
occurrence or nonoccurrence of a specific event may destroy the basis on which an agreement
was reached and render it null and void, or in some other way, arises in situations where the
parties have reached an agreement is known as vitiation. For a contract to be vitiated, there
must be an element of misrepresentation or mistake.
A misrepresentation is a claim made by one party to another that, while not a term of the
contract, induces the other party to enter into the contract. A false statement of fact, not an
opinion, an intention for the future, or a violation of the law, qualifies as an actionable
misrepresentation. Usually, silence does not equate to misrepresentation. However, the
representative cannot intentionally tell a deceptive partial truth. A statement that doesn't tell
the whole story is, therefore, potentially misleading. There is a duty to disclose a change in
circumstances when a statement that was true at the time it was made has since become false
due to those changes.
A misrepresentation may be: (i) fraudulent—made willfully, recklessly, or without belief in its
veracity; (ii) negligent—made by someone without a good reason to believe it was true; or (iii)
innocent—made with a complete lack of malice. The misrepresentation must have been relied
upon to some extent by the person it was made and must have at least partially influenced the
party to enter into the contract. The misrepresentation cannot give rise to an action against the
person who made it if the person actually relies on his assessments or research or disregards it.
Several options are available once misrepresentation has been established: (1) Rescission – This
annuls the agreement and primarily aims to return the parties to their prior state as if no
agreement had ever been made. All instances of misrepresentation are subject to revocation.
The injured party may lose the right to rescind if: a) he has already affirmed the contract; b) he
does not act to rescind within a reasonable time; c) it is or becomes impossible to return the
parties to their original position; or d) a third party has acquired legal rights as a result of the
original contract. However, this is a discretionary remedy, meaning that the courts will not
always allow a party to rescind. (ii) Indemnity – The court may order reimbursement for costs
incurred due to adhering to the contract's terms. Damages (iii): The type of misrepresentation
will determine the appropriate damages. In cases of negligent misrepresentation, the injured
party may seek damages under common law or in accordance with Misrepresentation Act 1967
s2; however, there is an automatic right to damages in cases of fraudulent misrepresentation.
The court can decide whether to award damages in cases of innocent misrepresentation and
may choose to do so instead of ordering rescission. A course of conduct may qualify as a
representation for these purposes.
Mistake. If a mistake is made, a contract may be null, void, or voidable. If a contract is null and
void, it is as though it never existed "ab initio" (from the start). In such circumstances, it will not
impose any obligations. Alternatively, if the agreement is voidable, then despite the error, the
agreement will have been valid from the start.
Mistakes come in various shapes and sizes: (i) Common mistake – A common mistake is one in
which both parties misunderstand a fundamental fact. In the case of a contract for the sale of
goods that have already expired, the contract will be void at common law if the goods are no
longer available. The same applies if the buyer enters into a contract to purchase something
that, in reality, already belongs to him. (ii) Unilateral Mistake: This happens when only one
party makes a mistake. This includes mistakes in the contract's terms or an error in the parties'
identities. A contract will be void if its terms are incorrect. (iii) Mutual mistake – A mutual
mistake occurs when both parties fail to comprehend one another. (iv) A mistake regarding the
calibre of the item being purchased; in rare instances, this mistake will render the contract void.
It must be a mistake "which makes the thing without the quality essentially different from the
thing as it was believed to be"
Frustration: A contract may be discharged under the doctrine of frustration if, after it has been
formed, an unanticipated event occurs that makes the performance of the contract impossible,
illegal, or fundamentally different from what was anticipated. Avery v. Bowden18, where a ship
was supposed to pick up some cargo at Odessa, is a good illustration. The government made
loading cargo at an enemy port illegal at the start of the Crimean War, so the ship could not
fulfil its obligation without breaking the law. This made the contract frustrating. Where one
party's negligence led to a frustrating event, frustration won't happen.
Additionally, if the parties made explicit provisions in their contract for the event, frustration
won't occur (such as in a force majeure clause). The doctrine cannot be arbitrarily applied, nor
can it be used by one party to get out of a bad deal. According to common law, a party is only
released from future performance obligations after experiencing frustration. As a result, rights
that existed before the frustrating event are still valid, but new rights do not develop. Hardship
might result from this, as demonstrated in Chandler v. Webster.
Here, advance payment was required to reserve a space for the King's coronation. When the
coronation was delayed, not all the money had been paid, but the hirer was still responsible for
paying the entire sum. The frustrating incident happened before the payment became due. To
address this flaw, the Law Reform (Frustrated Contracts) Act of 1943 was passed. According to
the Act, payments made before that date are recoverable, but payments due after that point
are no longer owed. The performing party may be entitled to reimbursement for any costs
incurred in carrying out or preparing to carry out the partial performance.
Damages in Contracts
These are meant to compensate for the loss the injured party endured due to the contract's
breach. The injured party must demonstrate that: (i) the breach has caused actual loss; (ii) the
type of loss is recognised as giving an inalienable right to compensation, and (iii) the loss is not
sufficiently remote in order to establish a right to substantial damages for breach of contract.
Even if there is no actual loss, a breach of contract may still be proven, but only minimal
compensation may be awarded in that case, Van Dam (2013). The guiding principle is to, as
nearly as possible restore the injured party's financial standing to that which it would have
been had the promise been kept. Damages are typically based on the loss to the claimant
instead of the gain to the defendant. In other words, damages are not intended to give the
party who was wronged a free benefit but rather to make up for a proven loss. Sometimes,
damages may not be enough of a fix. Several discretionary equitable remedies exist to ensure
the injured party is not maltreated by being limited to the common law remedy of damages.
For instance: I ) Particular Performance: The court may order specific performance in cases
where damages are deemed insufficient to compel compliance with a contract's terms by the
party in breach. If it is equitable to do so in all the circumstances, the court "will only grant
specific performance." Because the claimant must approach equity with "clean hands," specific
performance may be refused if the claimant has acted unjustly or unfairly. (ii) An order A court
may issue an injunction to prevent a party from violating a contract. Such injunctions may be
"interlocutory" ones intended to control the parties' position pending a thorough dispute or
permanent hearing. Additionally, an injunction (whether interlocutory or permanent) may be
"mandatory," requiring a defendant to remedy a previous breach, or "prohibitory," directing a
defendant not to act in a manner that would violate the terms of the agreement. Suppose the
injunction's effect is to directly or indirectly compel the defendant to perform deeds for which
the plaintiff could not have obtained an order for specific performance. In that case, the
injunction will typically not be granted.
Damages under contract law are of two types: Compensatory damage, which is the award of
money as a way of compensating claimants fro their loss under the contract; and non-
compensatory damages which is the award of money not only for the compensation of the
claimants for the loss under the contract but to compensate the claimant in relations to any
bad conduct of the defendant. For a claimant to be compensated for any loss, it has to be
established that they suffered losses, that the losses are actionable, that the breach of the
contract caused the loss and that the type of loss was reasonably foreseeable. It has to also
establish if the claimant mitigated the loss and if the claimant contributed to the loss

Identifying the loss the claimant has experienced under the contract is the first step. According
to Alfred McAlpine Construction Ltd v. Panatown Ltd [2001] 1 AC 518, the claimant is generally
only entitled to compensation for his own losses. The claimant is not required to know the
precise dollar amount of their loss. This first condition is met just by the mere fact that there is
a loss. Whatever the challenge, the courts will make an effort to determine the loss's value,
Vekas (2002).

Case in focus: Chaplin v Hicks 1911

In this instance, the claimant and fifty other contestants were finalists in a competition. A
position as an actress was the reward. Each finalist was required to schedule an appointment in
order to have a chance to demonstrate their abilities. The claimant lost the chance to win the
contest because the defendant forbade them from having an appointment. The defendant
failed to provide the claimant with a fair opportunity to participate in the contract, the court
found, constituting a breach of the parties' agreement. The judge awarded damages. The court
was happy to award damages on this basis despite the difficulty in estimating the value of her
lost opportunity Miao & Gastwirth (2018). There was no actual loss in that instance; instead, an
opportunity was lost. If the actions of a third party determine whether the claimant would have
made a gain, only then can the loss of an opportunity constitute an actionable loss (Allied
Maples Group Ltd v Simmons & Simmons [1995] 4 All ER 907). The claimant only needs to
demonstrate that there was a remote possibility that they would have realised the gain; it is not
necessary to demonstrate likelihood or certainty. Evaluating this rule in light of Chaplin v. Hicks,
the competition's judging panel served as the third party in that case, and the contracting party
was only required to make the appointment rather than determine the claimant's potential
gain.

How the amount of loss is assessed under contract law

In assessing the amount of loss incurred to the injured party, the court will start at the date of
the breach. However, in circumstances where this would not be impossible, the court may
assess the loss at a chosen date. The court will award damages to the injured party to put them
in the position that they would have been having the contract executed under the agreement.
According to Cooter & Eisenberg (1985), to calculate this, the court determines the extent of
the loss which results from the breach in two different ways: Expectation measure and Reliance
measure

The expectation measure compares the claimant's current position to the position they would
have found themselves in had the contract been executed correctly. A contract for the
acquisition of a car worth £1,000 is an example of this. If the car is faulty and only worth £200,
the expected value is £800, as the car is worth £800 less than it should been. The court also
subjects expectation measures to step four of assessing damages. It estimates whether or not
the damage was foreseeable, signifying that not absolutely everything under an expectation
measure can be claimed. Expectation measure is calculated on the expectation that the
breaching party would have performed their obligations under the contract, but no more and
no less.

Reliance Measure: The reliance measure seeks to return the claimant to a position he held prior
to the contract's formation. This is relevant when either of the parties has spent money making
preparations for the end of the contract. Remember that in Culinane v British 'Rema'
Manufacturing Co Ltd [1954] 1 QB 292, only one measure of damages, expectation or reliance
could be relied on. As a result, prior to actually filing a claim for damages, a claimant should
consider which of the following measures is probable to compensate them more positively. The
expectation measure is generally more beneficial, as the claimant should always anticipate
profit from the contract. However, if the claimant entered into a bad deal, the reliance measure
would be favourable if the contract would not have been profitable.

Agreed damage clauses

Parties' contractual freedom allows them to pre-arrange a suitable amount of damages in the
event of certain events. These are common in commercial contracts and are beneficial for a
variety of reasons: they provide assurance, the claimant is not required to prove the amount of
loss because the sum is pre-agreed upon in the contract, the defendant cannot claim the loss
was unpredictable because they are contractually bound to it. They seem to be efficient and
protect the relationship between the parties from being disrupted by large amounts of
litigation. A liquidated damages clause and a penalty clause are the two types of damages
clauses.

Liquidated damage clause: A liquidated damages clause is one that represents an honest
attempt to forecast the damage that the breach will suffer. Suppose a damages clause is
established as a liquidated damages clause. In that case, the amount specified in the clause is
payable regardless of whether the actual loss is greater or less than the sum specified in the
clause. The contract in Cellulose Acetate Silk Co Ltd v Widnes Foundry Ltd [1933] AC 20
provided for liquidated damages of £20 per week late. The interruption lasted 30 weeks, and
thus the actual loss was £5,850, but because the £20 clause was a genuine pre-estimate of loss,
the non-breaching party could only claim for £600 (£20 per week for thirty weeks).

Penalty Clause: A penalty clause is one in which the sum in the clause is not a genuine pre-
estimate of the losses incurred in the case of a breach but rather a threat to oblige the other
party to perform.

Torts Law
Torts of Negligence

Torts are legal wrongs suffered by one party in the hands of another. Torts, just like contract
law, is an area of common law. It is an act or omission (as opposed to a breach of contract) that
causes injury or harm to another and amounts to a civil wrong for which courts impose liability.
The victim of the wrongdoing must be awarded monetary damages as compensation.
Negligence, intentional torts, and strict liability are the three categories of tort actions. There
are some subtle distinctions between them. Each case, however, follows the same basic steps
when brought to court. Negligence is an essential part of torts law. It evolved from some types
of damage and loss that occur between parties with no contract, leaving one party with nothing
to sue the other over Peck (1970). In the case of Donoghue v Stevenson of 1932, the House of
Lords ruled that a party can sue another party who caused the loss or damage in business even
if there is no contractual relationship. A friend bought a bottle of ginger beer for Donoghue and
gave it to her. She consumed half the contents before realising the bottle contained a dead
snail, which caused her to experience nervous shock. Because her friend was a party to the
contract rather than her, Donoghue was barred from suing the manufacturer under contract
law. Donoghue successfully sued the manufacturer for damages because the House of Lords
decided to establish a new legal principle that stated that everyone has a duty of care to their
neighbour.
Several elements come into play before a claimant can prove negligence and claim damages.
The claimant must establish these elements in court. They include (i) That the defendant owed
them a duty of care, among other things, because they suffered loss or damage due to the
defendant's breach of that duty of care. The defendant may have a defence that shields them
from liability or limits the number of damages they are liable for, even if negligence is proven.
Duty of care is the first component. The Donoghue case gave rise to the idea of a duty of care.
According to the House of Lords, everyone owes a duty of care to their neighbour. The Lords
defined "neighbour" as "people so closely and directly affected by my act that I ought
reasonably to have them in contemplation as being so affected." This broad definition could
apply to almost anyone; if it were still in use today, the courts would be inundated with cases.
The terms "proximity" and "fairness" were added in the later cases Anns v. Merton London
Borough Council (1977) and Caparo Industries plc v. Dickman (1990), which slightly narrowed
the definition Abraham (2001). Simply put, proximity requires that the parties be "sufficiently
close" to each other for it to be "reasonably foreseeable" that one party's negligence would
result in the other party suffering loss or damage.
(ii) Breach of duty of care: This occurs when an individual fails to meet an agreeable standard of
care. To establish liability for negligence, a plaintiff must prove that the defendant owed them a
duy of care, that the defendant breached the said duty of care and that the breach caused
them harm. They should also be able to prove that they suffered injury from the breach.
(iii) Damage. This is the injury suffered due to negligence. Three types of damages exist in torts
of negligence: Nominal damages which is awarded when the plaintiff was not injured but was
proved to have been legally wronged. Proving nominal damage is very rare because negligence
cases usually require proof of injury; Compensatory damages are paid for actual injuries
suffered. They are designed to restore the plaintiff to their original situation before the
negligence occurred. Compensatory damage can also be classified into intangible and tangible
losses. Tangible losses include those that can be simply calculated, such as medical expenses
associated with the injury, lost wages, both current and projected, and property damage.
Intangible losses are losses that do not have specific costs attached to them. They include
emotional distress, pain and suffering, mental anguish, and other mental health-related effects
that damage the plaintiff's quality of life; Punitive damages are damages awarded if the
defendant's actions are proven to be wanton or purposeful and reckless. It means that the
person acted in complete disregard for others' safety. Punitive damages do not compensate the
plaintiff but discourage others from committing these acts.

Intentional Torts
Torts that are "intentional" are those in which the wrongdoer acted with the express intent to
cause harm to the victim. It's possible to go to jail for committing a willful tort. If someone
physically harms another, it’s a crime and the victim can have them arrested and sued at the
same time.
Landes & Posner (1981) listedexamples of the most frequently committed intentional torts to
include: Conversion , Trespass, Assault, Defamation, Causing Emotional Distress and Wrongful
Confinement.
To be guilty of assault in a civil court, the defendant must have acted with the specific intent to
put the plaintiff in fear of receiving offensive or harmful physical contact. The need for physical
interaction is waived. Unlike its counterpart in criminal law, where physical contact is typically
necessary, this is not the case here. Intentional bodily harm is what we mean when we talk
about assault. To intentionally cause bodily harm or offensive contact with the plaintiff
constitutes the crime of battery. Assault and battery refers to the combination of the torts of
assault and battery. Assault is the crime most analogous to battery. A person may be charged
with battery if they intentionally cause harm to another.
When a defendant commits trespass to land, it is because they knowingly and willfully enter or
otherwise intrude upon the plaintiff's land. Land trespass is most analogous to trespassing in
general. It constitutes a willful act of vandalism.
A conversion occurs when the defendant knowingly takes possession of the plaintiff's personal
property without the plaintiff's permission. As a form of intentional property theft, conversion
is a serious crime. It's closest to larceny laws in the criminal code.
Defamation occurs when a defendant intentionally spreads false information about a plaintiff to
a third party through some form of publication. This spreads false information about the
plaintiff and damages the plaintiff's reputation. Either a written libel or an oral slander can
occur. The message or article must be completely fabricated. It must also cause harm to the
plaintiff by subjecting them to hostility, scorn, or ridicule, or by diminishing the plaintiff's
reputation. The intentional harm caused by defamation is a tort. This tort is not directly
paralleled by any criminal statute.
Intentional infliction of emotional distress is when the defendant deliberately says or does
something extreme or outrageous that makes the plaintiff feel very upset. The extreme and
outrageous behaviour must go way beyond what is considered to be good behaviour. The
plaintiff must also be in a lot of emotional pain that is much worse than what is usual. A person
is intentionally hurt when they cause them emotional pain on purpose.
False imprisonment is when the defendant does something on purpose that keeps the plaintiff
locked up without the plaintiff's permission. The plaintiff must not know of any good way to get
away. This can be done with fixed walls, like a room, or with just a corner. False imprisonment
is an act of hurting someone on purpose. People who are suspected of shoplifting are often
held by store security. It is most like laws that punish people for holding people against their
will.

STRICT LIABILITY: Strict liability is a theory of tort liability that is very limited. It has nothing to
do with carelessness or on-purpose actions. It refers to situations that are more dangerous than
usual. This includes people who work with explosives, fireworks, radioactive materials, or
certain dangerous animals they own or control. If a defendant hurts someone while they are
doing these things, they are responsible, even if they didn't mean to or weren't careless. The
law makes people responsible because it is the right thing to do.
PRODUCTS LIABILITY: A product liability claim in can be based on negligence, intentional tort,
strict liability, or even contract law for breach of warranties, depending on the situation. It
includes problems with the condition, the way it was made or designed, or the fact that there
weren't enough or right warnings.
 Relevance of contract law on projects
Contracts are an essential part of the process in any project or real estate project. A contract is
essentially an essential safeguard for the contract's parties and contractors and the owners of
the project or infrastructure if it's a commercial construction project. In a broad sense,
contracts define the obligations and responsibilities the parties agreed to, while also
safeguarding the parties if they fail to meet their obligations. Construction contracts encompass
details about the project, the work to be done, and how remuneration for the project will be
handled. When one of the parties breaches a contract, the other party has necessary legal
remedies to consider. The non-breaching person would be able to obtain monetary damages
for monetary losses incurred; revoke or terminate the contract; or demand specific
performance of the contract, which requires the breaching party to perform their contractual
obligations. Because the contract relationship is critical to any business venture, construction
project, or property investment project, it is vital to draft the contract meticulously, and
knowledgeable guidance all through the process can be beneficial. Effective contract drafting
can aid in avoiding future contractual issues; nevertheless, it is also critical to understand how
to handle contract disputes and breaches of contract. Contract law and construction law are
both complex, so contract parties must understand contract basics and what to do if a breach
occurs.
On construction projects with multiple parties and contracts, it is critical to ensure that the
various contracts are uniform with one another, such as provisions that flow from upper-tier
contracts. A general contracting contract, for example, will frequently include "flow down"
provisions, implying that the primary contract's clauses between the owner and the general
contractor will extend to the subcontractor. These clauses must be carefully drafted, and if a
party is subject to them, it should ensure that it has a duplicate of the upper-tier contract being
flowed down or applied; anything other than that, the party is consenting to a set of contract
terms that it has not seen. Equally, if there is no direct contract between the contracting
parties, the party to the contract could perhaps take into account how claims involving other
parties would be handled. What will happen between the builder and the owner, for example,
if the owner's neighbour claims that the builder damaged the neighbour's property while
working on the owner's? As a result, indemnity and defence provisions are frequently included
in construction contracts. Construction contracts are frequently drafted and prepared using
standard corporate forms, especially for large projects. While using industry forms, it is critical
to understand how the different forms for different contracts connect and collaborate. If you
use one type of standard owner-contractor contract, you must ensure that a standard contract
from the same source is also used for the owner-architect contract. Accordingly, any changes to
a standard owner-contractor agreement must be taken into account when drafting the owner-
architect agreement, and vice versa. Modifications to contractor-subcontractor subcontracts,
subcontractor-subcontractor subcontracts, and supplier purchase orders are all subject to the
exact account.

Relevance of torts law to programmes

Tort law is vital in business because it allows companies to defend themselves against loss of
revenue resulting from someone else's illegal behaviour, which would limit the business's ability
to operate normally.
Different types of torts can impact a business (Bernaz, 2016). Companies that have been
financially harmed by another business's intentional or wrongful actions may seek
compensatory damages in civil court. Civil conspiracy, fraudulent misrepresentation, breach of
fiduciary duties, and trade libel are all examples of business torts (Mann and Roberts, 2015).
Financial losses resulting from business torts are frequently based on future forecasting, as
most business torts involve damages to business relationships, the ability to operate in the
market system in general, or public reputation. In any tortious claim, the emphasis would
usually be on the actual losses suffered as a consequence of the contract's interference.
Because a business tort is generally defined as an unlawful act that prevents any business from
operating, the list of actual torts in business can be viewed as relatively fluid.
Business tort injuries can range from the loss of clients and business opportunities to
reputational damage or even the inability to stay in business. Some examples of a typical
business tort are:
Restraint of Trade: Even though restraint of trade is a common law doctrine rather than a
specific tort, it can be interpreted to refer to claims in which the defendant's act, while not
causing immediate loss to the plaintiff, has caused a broader drawback to the plaintiff's ability
to carry out business usually. However, some reasonable trade restraints, such as non-compete
clauses, can be accepted as valid.
Fraudulent Misrepresentation: Whether a contract is signed or a handshake is used, two or
more parties should enter into an agreement in good faith. A civil claim can be filed if any
parties misrepresent their intentions, positions, or any material aspect of the transaction, which
causes financial harm to the other party.
Tortious Interference: Tortious interference occurs when a party intentionally interferes with a
contract between two people, resulting in the loss of one or both of the parties. Even in
response to a valid inquest, something as subtle as silence or nodding one's head can be
interpreted as tortious interference.
Theft of Trade Secrets: Trade secret theft can be defined as the unlawful acquisition of a
business's proprietary information by one of the parties with the intent to gain unfair
competitive advantages.
Unfair Competition: Similar to trademark and copyright infringement, the unfair competition
involves the defendant marketing any product that is confusingly similar to the plaintiff's
product. These kinds of claims could also be considered false advertising.
Disparagement: Disparagement occurs when a party is seen to be making false statements
about the quality of goods or products, which would result in a loss of business for the plaintiff.
Disparagement can be seen as encompassing a wide range of claims, including trade libel and
slander of title. False or fabricated negative reviews of a product may also be considered
disparagement. Computer Torts: Computer-related damages are being recognised as a business
tort by an increasing number of jurisdictions. For instance, intentional damage to the software
or hardware of any computer can be con sidered a business tort if it is seen as negatively
affecting the business's ability to secure profits. In some jurisdictions, negligent computer use
can also be considered a tort.
Summary
Contract law, in general sense envisages the administration of agreement between two or more
parties in relation to a discrete offer by one party and an acceptance by the other. The
contractual liability is consensual and the parties must demonstrate their assent to be bound. It
must also must also be specific enough to be enforceable. Once the offer is accepted by the
other party, the resulting contract binds both parties.
Torts law on the other hand It is an act or omission that causes injury or harm to another and
amounts to a civil wrong for which courts impose liability. In Torts law, the victim of the
wrongdoing must be awarded monetary damages as compensation.
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