Management and Organizational Studies 2275A/B Chapter Notes - Chapter 7: Plain Meaning Rule, Liquidated Damages, Parol Evidence Rule

• School: Western University
• Department: Management and Organizational Studies
• Course: Management and Organizational Studies 2275A/B
• Professor: Philip King

Document Summary

Contractual terms can be express or implied. Terms: content of a contract express term: is a provision of the contract that states a promise explicitly. Parties negotiating a contract should be very careful not to make assumptions about any aspect of the transaction, as only terms, not assumptions, have legal weight. It can be very difficult to predict how a court will interpret any given contract because rules of construction are conflicting rules of construction: guiding principles for interpreting or constructing the terms of a contract. Gets confusing whether to apply the clause and look into intentions or to use plain- meaning rule implied terms. Plaintiff has burden of proof so they"ll lose unless they can demonstrate that the term exists based on the balance of probabilities (its more likely that the parties intended this term) courts will imply terms based on: Business efficacy judges imply terms necessary to make contract workable.