Incorporation of terms

Topic

Incorporation of Terms

The incorporation of terms in a contract refers to the process by which terms become part of the contract and are legally binding on the parties involved. For a term to be incorporated, it must be brought to the attention of the other party before or at the time the contract is formed. This ensures that all parties are aware of and agree to the terms governing their contractual relationship. Incorporation can occur through express terms, implied terms, or the reference to other documents.

Methods of Incorporation

Terms can be incorporated into a contract in several ways:

  • Express Terms: These are terms explicitly stated in the contract, either orally or in writing. They are directly agreed upon by the parties and form a clear part of the contract.
  • Reference to Other Documents: A contract can incorporate terms from another document if it is clearly identified and accessible. For instance, a standard set of terms and conditions may be referred to in the main contract document.
  • Course of Dealing: Terms can be incorporated through a consistent and regular course of dealing between the parties, where similar terms have been used in previous transactions and the parties are aware of them.
  • Custom or Trade Usage: Terms may be incorporated if they are customary or standard in a particular trade or industry, and both parties are assumed to be aware of these customs.

Case Law

Incorporation by Signature - L'Estrange v F Graucob Ltd (1934)

In this case, Mrs. L'Estrange signed a contract containing an exclusion clause she had not read. The court held that by signing the contract, she was bound by its terms, including the exclusion clause, emphasizing that a signature generally binds a party to all the terms within the signed document, whether read or not.

Incorporation by Notice - Parker v South Eastern Railway Co (1877)

Mr. Parker deposited his luggage at a railway cloakroom and received a ticket that contained a limitation of liability clause. The court held that the railway company had taken reasonable steps to bring the clause to his notice, making it a part of the contract. This case highlights the importance of taking adequate steps to ensure terms are brought to the other party's attention.

Incorporation by Course of Dealing - Spurling v Bradshaw (1956)

In this case, the court held that an exclusion clause was incorporated into a contract due to a consistent course of dealing, where similar terms had been used in previous transactions between the parties. The case underscores that a regular and consistent course of dealing can incorporate terms even if they are not expressly stated in the current contract.

Limitations on Incorporation

There are limitations to the incorporation of terms, particularly regarding fairness and transparency:

  • Reasonable Notice: For a term to be effectively incorporated, reasonable notice must be given. The more unusual or onerous the term, the greater the effort required to bring it to the other party’s attention.
  • Time of Incorporation: Terms must be presented before or at the time the contract is made. Terms introduced after the contract formation are generally not binding unless agreed to by all parties.
  • Clarity and Accessibility: The terms must be clear and accessible to the parties. Terms buried in fine print or in a language not understood by the other party may not be enforceable.

Examples

Example 1 - Incorporation by Reference

Scenario:

A software licensing agreement includes a clause stating that the user is subject to the terms and conditions available on the company's website. By including this reference, the online terms become part of the contract, provided they are accessible and the user is made aware of them.

Example 2 - Incorporation by Custom

Scenario:

In a transaction for the sale of bulk grain, the contract does not specify the grade of grain. However, it is customary in the industry for transactions to follow specific grading standards. This customary practice can imply the incorporation of standard quality terms into the contract.

Conclusion

The incorporation of terms is a fundamental aspect of contract formation that ensures all parties are aware of and agree to the terms governing their relationship. Whether through express terms, reference to other documents, course of dealing, or custom, the process of incorporation must be clear and transparent. Courts evaluate the incorporation process to ensure fairness, particularly with regard to notice and the accessibility of the terms. Understanding these principles helps prevent disputes and ensures the enforceability of contractual obligations.

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