The Entire Agreement Between The Parties

The Court of Appeal upheld the trial decision and confirmed that the disconfidence clause was an exclusion clause in Section 3. The approach taken by the court was very simple: would the owner have been held because of misrepresentation under the Law on Misrepresentation, but for the clause? The answer was yes. At first glance, therefore, the clause worked to exclude liability and there was no evidence to suggest anything else. The fact that the clause functioned as a contractual Estoppel (which prevents the tenant from arguing that a representation took place because the tenant had accepted that nothing was considered a representation said by the landlord) does not change the difference. Section 3 was used. The adequacy assessment was therefore applied. The owner had argued that the clause was appropriate, given that the parties were legally represented, had the same bargaining power and the parties did not have contracts on the landlord`s standard terms. The judge accepted these facts but did not find them conclusive. The judge recognized the importance of a pre-contract investigation in the area of promotion by declaring the clause inappropriate; If the owner has the right to exclude liability for these insurances, the important function of responding to pre-contract requests would become worthless. The Court of Appeal upheld its decision.

In addition, in some exceptional cases, the courts have held that the entire contractual clause may exclude terms that are implicit in the uses or uses.12 However, it is important to carefully read the wording of the entire contractual clause to ensure that the parties were intended to exclude the unspoken clauses. In the case of Exxonmobil Sales and Supply Corporation/Texaco Limited13, it was expressly stated in the entire contractual clause that the contract did not contain the full agreement between the parties with respect to the purpose and the terms of use. A full provision of the agreement does not exclude a claim in a misrepresentation, as the denial of contractual force in respect of a statement cannot influence the status of misrepresentation of the statement. The same clause in an agreement may contain both a full provision of the contract and another provision that seeks to exclude liability in the event of misrepresentation and breach of its obligations. However, the effectiveness of entire contractual clauses is not limited. Fraud and coercion: there is a significant suspension when the courts allow evidence that would otherwise not be in favour of an already integrated agreement. Courts always accept evidence of fraud, coercion or other wrongdoing that forced a party to accept the agreement or certain terms of the agreement.