BSP1004 Summary (Note: a few answers require two or more words)

1. There are (1) two main sources of law and typically these are referred to in
determining legal outcomes when a dispute is heard in court.
2. Proceedings in court can either be (2) civil or (3) criminal in nature. An
example of the former is (4)_____________________. An example of the latter is
(5) _______________.
3. However where civil proceedings are concerned, going to court and having a
trial is not the only way to resolve disputes. There are other methods such as
(6) small claims tribunal and (7) litigation/mediation/arbitration.
4. If a person wants to set up a business, there are (8) _____________ types of
common business organizations he can choose from.
5. Each has its own advantages and disadvantages. One such consideration is
the extent of potential liability. In this regard, business structures which have
unlimited liability include (9) sole proprietorship and (10) partnership.
Business structures which generally have limited liability are (11) limited
liability partnership and (12) company.
6. The type of business organization, which is subject to the most regulation, is
the (13) company, though in practice, this is also the most common type of
business organization.
7. In this regard, it should be noted that the law imposes many duties on
directors of companies, such as the duty to (14) care and (15) fiduciary duty,
and if these are breached there can be (16) civil and/or (17) criminal
liabilities.
8. Like companies, generally everyone can enter into contracts. For there to be
a valid contract (18) 4 elements must be present.
9. Generally a contract (19) does not have to be in writing, though where
possible, it is better if it is.
10.Once a contract is entered into, variations to it are generally not valid. But
there are exceptions such as (20)____________________________.
11.All contracts have terms. These terms can either be (21)_________________ or
(22)_________________ .

12.In relation to express terms, the general rule is that they do not have to be
(23)________ in order to be binding. However, there are exceptions such as in
relation to (24) _________________________ and (25) _________________.
13.In relation to implied terms, they can be implied into the contract by various
ways. In relation to terms implied by courts, the most common test used is
whether the term to be implied is (26)___________________________ and
(27)_______________________. (Court, Custom and Statute)
14.Even if there offer, acceptance, consideration, intention to create legal
relations and terms, the contract may be unenforceable due to the presence
of various factors such as (28)_________
,(29) ____________________and
(30)___________ which affect the validity of the contract.
15.Once a contract is entered into, even if it is not affected by vitiating factors, it
may come to an end in one of (31) 4 ways.
16.One such common way is termination by agreement. Such an agreement can
arise from the original contract or subsequently. Since there is agreement,
usually there will (32) ____________liability for early termination.
17.Another way in which a contract can be terminated earlier without liability is
where there is (33) frustration.
18.Yet another way is termination by fundamental/repudiatory breach. To see if
there is a fundamental/repudiatory breach, among other things, one may
have to look at (34) consequences of breach, condition/warranty, express
term for termination.
19.If there is a contract and it has been breached, some remedies for breach of
contract are (35) unliquidated damages and (36) injunction. Sometimes,
parties may provide expressly in the contract that if a clause is breached a
certain amount of compensation has to be paid and such a provision is
referred to as (37) liquidated damages, though it may or may not be valid.
20.However, there are could be some defense to the breach such as (38) time
limit or (39) frustration/illegality which may prevent a party from seeking the
remedies stated above.
21.Moreover, it should be noted that only parties to the contract can sue/be
sued. Nonetheless, there are exceptions to this rule such as (40) contracts
right to third parties Act, law of agency.
22.When one buys/sells goods, there is also a contract. By virtue of the Sale of
Goods Act, various terms are implied into this contract such as that the goods
must be (41)__________________________.

23.These terms apply between the buyer and the seller. They do not usually
apply between the manufacturer and the consumer. However, the consumer
may be able to sue the manufacturer in some circumstances such as where
there is (42) warranty card/where there is physical/property damage.
24.Aside from contracts, a business may also incur liabilities or have rights
under the law of torts. On example of a tort is negligence and to successfully
sue in negligence, (43) 4 elements have to be established. One common
defence when sued in negligence is (44) contributory negligence.
25.Another tort is vicarious liability. For this tort to apply, 2 conditions must be
satisfied. They are that the agent or employee must have committed a legal
wrong (45) and this wrong must have taken place during the course of
employment.
26.Yet another tort is the tort of passing off. It protects things such as (46) brand
names, logos and IP; though registering marks under the Trade Marks Act
may confer better protection.
27.It should be noted that sometimes a business (47) may be liable on two or
more grounds such as negligence and breach of contract, in respect of the
same event. However even if that is the case, it (48) does not have to pay the
innocent party twice.
28.It should also be noted that two persons (such as an employer and employee)
(49) can be liable to an innocent party in respect of a same event, though
again the innocent party will only get one set of damages.
29.Further it should be noted that there are time limits to bring claims in courts
due to various reasons. For instance, in the case of contractual claims, they
generally have to be brought within (50) 6 years.

Answers:
1. 2

2. Criminal
3. Civil
4. Breach of section 157 of Companies Act or section 218 of the Securities and
Futures Act
5. Suing in negligence or suing for breach of contract
6. Mediation
7. Arbitration
8. 5
9. Partnerships
10.Sole proprietorships
11.Companies
12.Limited Liability Partnerships
13.Company
14.Avoid conflict of interest
15.Due diligence/care
16.Civil
17.Criminal
18.4
19.Does not
20.Both parties agree and supported by fresh consideration or contract clearly
allows for it.
21.Express
22.Implied
23.Fair
24.Exemption clause or liquidated damages clause
25.Restraint of trade clause
26.Obvious it goes without saying
27.Necessary
28.Mistake
29.Misrepresentation
30.Illegality
31.4
32.No
33.Frustration
34.Terms of the contract or the consequences of the breach
35.Damages
36.Specific performance
37.Liquidated damages
38.Exclusion clause
39.Frustration
40.Assignment or Contracts (Rights of Third Parties) Act or assignment
41.Satisfactory quality
42.A warranty card or where there negligence which results in property or
physical damage
43.4
44.Contributory negligence
45.In the course of work
46.Names
47.Can
48.Does not

49.Can
50.6