Commercial contracts

Novation versus assignment in commercial contracts

Novation and assignment of contracts are processes that on first glance appear to have similar outcomes.  However, from a legal perspective, the two are strikingly different, and the wrong choice is capable of having dire legal consequences when things go awry.  Therefore, for those wishing to transfer contractual rights and obligations to third parties, it is critical to understand each legal mechanism’s significant distinctions. [Read more…]

Enforcing the terms of a confidentiality agreement

Legally enforceable obligations to maintain confidence may arise in contract or in equity.  Relief is available against a party who discloses confidential information without authorisation, and in some cases against third party recipients of such information.  In order to enforce a breach of confidence in contract or in equity, the presence of a number of elements must be established. [Read more…]

Terminating a contract with no end date

In practice, we come across commercial agreements of varying types (Contracts) that, for whatever reason, don’t provide for a term or an end date (Expiry Date).   There may have been reasons for this at the time that can no longer be recalled.   It raises a number of issues, particularly where the subject matter of the Contract is not the performance of a discrete set of obligations, but is rather the basis of an on-going relationship.  The most obvious problem that arises in such circumstances is where both parties are performing their obligations under the Contract, but for whatever reason one party (Terminating Party) wishes to bring the Contract to an end. [Read more…]

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