LW242-6-SP-CO:
Commercial Contract Law
2023/24
Essex Law School
Colchester Campus
Spring
Undergraduate: Level 6
Current
Monday 15 January 2024
Friday 22 March 2024
15
16 October 2023
Requisites for this module
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This module, taught over one term, will build on the general contract law principles taught in Contract Law introducing students to some key legal and policy issues surrounding the regulation of contracts between parties acting in the course of a business.
The module begins with discussion of applicability of the general rules of contract law to contracts between parties acting in the course of a business; and the bifurcation in regulation between such 'business to business'; (B2B) contracts and business to consumer (B2C) contracts in recent times.
It then considers: the implied terms and remedies applicable to supply of defective, mis-described and unfit for particular purpose goods (including issues of rejection/termination, and restrictions on these remedies based on slight breach, seller rights to cure and 'acceptance').
Next it considers the importance of corporate social responsibility for commercial contractual parties. It examines the meaning and implications of corporate social responsibility and highlights the contractual methods of promoting it. It finally compares the contractual methods with administrative enforcement.
The module aims to enable students to understand, apply to problems and critically appraise (doctrine and policy issues related to) conformity standards and remedies in sales contracts and the promotion of corporate social responsibility in commercial contracts.
Upon successful completion of the module the students will be able to demonstrate the following:
1. An understanding of the 'place' of B2B (Business to Business) contracts in relation to general contract law, consumer law, domestic law, supranational law and debates as to values and policy aims
2. An understanding of the key sources of the relevant rules
3. An understanding of the nature/meaning of the relevant rules
4. An ability to apply the relevant rules to hypothetical problem situations
5. An ability to provide clear, well-structured and critical evaluation of the relevant rules
Indicative Syllabus:
1. Introduction: general contract law, distinctions from consumer contract law; values; Europeanisation and globalisation
2. Implied terms as to description, quality and fitness for particular purpose
3. Remedies: rejection/termination (including restrictions based on slight breach, seller rights to cure and 'acceptance')
4. Meaning of corporate social responsibility and its importance in commercial relations and contracts
5. Contractual methods for promoting corporate social responsibility in commercial relations
6. Comparison of the contractual method of promoting corporate social responsibility and the administrative enforcement via unfair commercial practices
This module is taught through a mixture of weekly live webinars, pre-recorded videos, and tutorials. Each week, the module teaching team will first produce and make available on Moodle two 25-minute pre-recorded video lectures. The module teaching team will then deliver a weekly live 50-minute webinar in which they further explore key legal concepts and answer your questions about the topics. Alongside this, there will be five bi-weekly 50-minute small group tutorials. The module teaching team will also produce and make available on Moodle short guidance notes. These notes will introduce the material to be covered in the lectures, webinars and required readings. The notes will also contain tips designed both to help you navigate the material to be covered in the lectures and webinars and to equip you to analyse the required readings.
You will be expected to have completed the required readings in advance of your tutorials. Your tutorials will enable you to discuss the material covered in lectures, webinars and the required readings, obtain feedback on your pre-class preparation and deepen your understanding of key concepts. To help you prepare in the best possible way for your tutorials, you will be completing regular Multiple-Choice Quizzes on Moodle. The quizzes will be based on the reading set for that week so that the quiz forms part of your preparation for each tutorial. The quizzes will enable you to track your progress, understand what you are doing well, and give you clear feedback to help you manage your studies and your progress.
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Law Trove - Expand your learning, broaden your mind (no date). Oxford, UK: Oxford University Press. Available at:
https://www-oxfordlawtrove-com.uniessexlib.idm.oclc.org/.
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Amaeshi, K., Nnodim, P. and Osuji, O. (2013)
Corporate social responsibility, entrepreneurship, and innovation. New York: Routledge. Available at:
https://search.ebscohost.com/login.aspx?direct=true&scope=site&db=nlebk&db=nlabk&AN=539023.
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Rühmkorf, A. (2015)
Corporate social responsibility, private law and global supply chains. Cheltenham: Edward Elgar Publishing. Available at:
https://search.ebscohost.com/login.aspx?direct=true&scope=site&db=nlebk&db=nlabk&AN=1030759.
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Osuji, O. (no date a) ‘Corporate social responsibility: fairness and promise as the fundaments for juridification of social disclosures’,
Contemporary Issues in Law, 12(1), pp. 46–76. Available at:
https://plus-lexis-com.uniessexlib.idm.oclc.org/api/permalink/13dec54e-6ca2-4bac-b229-c49a4eea5d90/?context=1001073.
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George, E. (2021)
Incorporating rights: strategies to advance corporate accountability. New York, New York: Oxford University Press. Available at:
https://doi.org/10.1093/oso/9780199941483.001.0001.
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Osuji, O. (2011) ‘Transnational Corporations and the Protection of Human Rights: Non-financial Reporting as an Option’, in
Globalization and human rights in the developing world. Basingstoke: Palgrave Macmillan, pp. 83–117. Available at:
https://ebookcentral.proquest.com/lib/universityofessex-ebooks/reader.action?docID=741940&ppg=92.
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Osuji, O. (no date b) ‘Fluidity of regulation-CSR nexus: the multinational corporate corruption example’,
Journal of Business Ethics, 103, pp. 31–57. Available at:
https://www.jstor.org/stable/41476010.
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Osuji, O. (2008) ‘MNEs, Non-Financial Reporting, Process Advertising and Globalization’,
Journal of Knowledge Globalization, 1(2), pp. 67–85. Available at:
https://search.ebscohost.com/login.aspx?direct=true&db=bsu&AN=35789836&site=ehost-live.
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Kysar, D.A. (2004) ‘Preferences for Processes: The Process/Product Distinction and the Regulation of Consumer Choice’,
Harvard Law Review, 118(2). Available at:
https://doi.org/10.2307/4093392.
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Osuji, O.
et al. (2019)
Corporate social responsibility in developing and emerging markets: institutions, actors and sustainable development. New York: Cambridge University Press. Available at:
https://doi.org/10.1017/9781108579360.
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Ramasastry, A. (2015) ‘A ‘Corporate Social Responsibility Versus Business and Human Rights: Bridging the Gap Between Responsibility and Accountability’, 14(2), pp. 237–259. Available at:
https://doi.org/10.1080/14754835.2015.1037953.
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Eslava, L. (2008) ‘Corporate Social Responsibility & Development: A Knot of Disempowerment’, 2(2), pp. 43–71. Available at:
https://opo.iisj.net/index.php/sortuz/article/view/636.
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Nolan, J. (2017) ‘Business and human rights: The challenge of putting principles into practice and regulating global supply chains’,
Alternative Law Journal, 42(1), pp. 42–46. Available at:
https://doi.org/10.1177/1037969X17694783.
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Martin-Ortega, O. (2014) ‘Human Rights Due Diligence for Corporations: From Voluntary Standards to Hard Law at Last?’,
Netherlands Quarterly of Human Rights, 32(1), pp. 44–74. Available at:
https://doi.org/10.1177/016934411403200104.
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Grubb, A., Birds, J. and Howells, G.G. (2007) The law of product liability. 2nd ed. London: LexisNexis Butterworth.
The above list is indicative of the essential reading for the course.
The library makes provision for all reading list items, with digital provision where possible, and these resources are shared between students.
Further reading can be obtained from this module's
reading list.
Assessment items, weightings and deadlines
| Coursework / exam |
Description |
Deadline |
Coursework weighting |
| Coursework |
LW242-6-SP Essay |
|
80% |
| Practical |
MCQs |
|
20% |
Exam format definitions
- Remote, open book: Your exam will take place remotely via an online learning platform. You may refer to any physical or electronic materials during the exam.
- In-person, open book: Your exam will take place on campus under invigilation. You may refer to any physical materials such as paper study notes or a textbook during the exam. Electronic devices may not be used in the exam.
- In-person, open book (restricted): The exam will take place on campus under invigilation. You may refer only to specific physical materials such as a named textbook during the exam. Permitted materials will be specified by your department. Electronic devices may not be used in the exam.
- In-person, closed book: The exam will take place on campus under invigilation. You may not refer to any physical materials or electronic devices during the exam. There may be times when a paper dictionary,
for example, may be permitted in an otherwise closed book exam. Any exceptions will be specified by your department.
Your department will provide further guidance before your exams.
Overall assessment
Reassessment
Module supervisor and teaching staff
Dr Ugochi Amajuoyi, email: u.amajuoyi@essex.ac.uk.
Law Education Office, lawschoolug@essex.ac.uk
Yes
No
Yes
Dr Mateja Durovic
Kings College London
Reader in Law
Available via Moodle
Of 36 hours, 36 (100%) hours available to students:
0 hours not recorded due to service coverage or fault;
0 hours not recorded due to opt-out by lecturer(s), module, or event type.
Essex Law School
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