Aims

Commercial Law aims to introduce students to some key aspects of the sale and supply of goods in England and Wales. The core of this module is an extension of the themes that students have already studied in the context of contract law, with a specific focus on contracts for the sale and supply of goods. These will be examined with reference to the legal and commercial concepts underpinning transactions of this type, both from a business-to-business, as well as from a business-to-consumer perspective. Commercial Law also examines the role of itnermediaries in commercial transactions and the relevant legal implications, as well as the various types of security available to sellers, particularly in the form of retention of title.

Thus, the key objectives of this module are to:

1. Familiarise students with some key aspects of the Sale of Goods Act 1979, the Consumer Rights Act 2015, as well key principles of the law of agency and its role in commercial transactions;

2. Make students aware of the key obligations and rights arising from the contract for the sale and supply of goods;

3. Encourage a critical analysis of the law in light of market realities;

4. Develop the students’ ability to identify, comprehend and apply relevant statutes to given scenarios, to extract and analyse the legal principles from relevant legal precedent, and to reason from that basis with a view to formulating authoritative legal argument and advising on the law accordingly.

Outline Of Syllabus

* An introduction to basic concepts informing the doctrine and operation of commercial law, including the meaning and significance of property and risk;

* The scope and policy aims of the Sale of Goods Act 1979;

* The scope and policy aims of the Consumer Rights Act 2015;

* An introduction to the law of agency and its role in commercial transactions, with specific regard to the appointment of agents, the concept of authority, and the impact of an agent’s actions on the principal’s relations with third parties, as well as the duties of agents and the remedies available to the principal for their breach;

* The parties’ rights and obligations under the contract of sale, particularly as determined by the Sale of Goods Act 1979 and the Consumer Rights Act 2015. Specifically, the module examines the contract of sale in light of the following:

- Terms implied into the contract of sale by statue

- Goods that do not exist at the time of the contract;

- Goods which are lost, stolen, damaged or destroyed after the contract is made and other forms of contractual impossibility;

- The rules on the passing of property;

- The rules on retention of title;

- The principle of nemo dat quod non habet and its exceptions;

- The default rules on delivery and payment;

- The use and operation of liability exclusion and/or liability limitation clauses;

- The default remedies arising from breach, in both business-to-business and business-to-consumer contracts.

Teaching Rationale And Relationship

The module material will be delivered in 18 one-hour synchronous and 6 one-hour asynchronous lectures, whose purpose is to provide an overview of and contextualise the topics identified in the module handbook. The lectures will be accompanied by detailed lecture materials, whose purpose is to help students navigate the reading required for each topic, as well as consolidate their knowledge when revising.

Through small group teaching, students will be given the opportunity to test their understanding of the module material as they will be required to apply the knowledge they acquired through reading to complex questions and factual scenarios arising out of the topics identified in the module handbook. Through this process students will also develop their abilities to identify and prioritise legal issues, identify, evaluate and apply relevant legal principles, and to formulate reasoned arguments which draw upon their understanding of the subject and are supported by both primary and secondary sources.

A workshop will be dedicated to providing formative feedback on a problem solving exercise (legal drafting), which will bring together the skills developed during small group teaching sessions. The purpose of this workshop is to prepare students for the legal drafting component of the written exam. In particular, the legal drafting exercise will require students to research a key area of commercial law in response to a commercial scenario, examine and apply the law in its commercial context, and draft a contract clause to reflect the requirements of the law and the scenario set.

Scheduled online contact time to be set at key stages in the module will allow students to ask questions concerning course content. The MCQ activities will provide students with instantaneous formative feedback on their knowledge and understanding of substantive course content and allow them to assess their own progress.

The teaching methods have been adapted for delivery in the post-COVID environment and are based on the presumption that in-person sessions will be possible but that this needs to be supplemented by making alternative arrangements under ‘FLEX’ in case of limited scope for on Campus teaching.

Assessment Rationale And Relationship

The exam will be taken in person, on an open-book basis. The purpose of this is to:

a. emulate the sort of time constraint that students will be required to work with in industry;
b. assess students’ knowledge and understanding of the curriculum;
c. assess students’ ability to accurately, clearly and consicely identify and evaluate the relevant legal principles, apply them to given sets of facts, and advise accordingly through reasoned argument based on Iegal authority;
d. Assess students’ ability to critically analyse the legal rules in line with their underlying principles and policy objectives.

The exam has two components, Part A and Part B, both of which are compulsory and weigh equally toward the final mark. In Part A, students are required to draft a contract term in response to a problem scenario and provide reasons as to why they have drafted the term in the way that they have. In Part B, students will be required to answer one out of a total three questions.

Finally, MCQ-based assessment set periodically over the course of the module will provide students with instantaneous formative feedback on their knowledge and understanding of the material covered in lectures and seminars and will allow them to track their progress.