Bill: Rejected P.B. 01-015 | Contracts Act

[JunoAndrist]

VOTE: 1-5-3

A
BILL
TO
Establish a foundation for contract law in Alexandria​

1 - Short Title and Enactment
(1) This Act may be cited as the Contracts Act.
(2) This Act may be numbered as P.B. 01-015.
(3) This Act shall be enacted immediately upon its signage.
(4) This Act was authored by Capt11543, a member of the Labour Party.
(5) This Act was co-sponsored by MP MrRoyaltys.
(6) This Act is based on the Contracts Act of the Commonwealth of Redmont.

2 - Reasons
(1) Alexandrian law currently provides no definition of a contract, nor any means to enforce them.
(2) The ability to enforce contracts is necessary to prevent bad-faith actors from breaking business agreements without recourse.

3 - Definitions
(1) For the purpose of this Act, the following terms are defined:

(a) “Frustration of purpose” - any unforeseeable event or circumstances beyond the control of the parties to a contract which renders the entire contract impossible to satisfy, or which radically alters the circumstances surrounding the contract.​

(b) “Force majeure” - any unforeseeable event or circumstances beyond the control of the parties to a contract which makes it impossible for one or more of those parties to fulfill their obligations.​

(c) “Specific performance order” - an order from a Court requiring a party to a contract to perform its contractual obligations, or a portion thereof.​

4 - Contract Formation
(1) A contract is a legally binding agreement between two or more parties that creates an obligation to do or not do one or more particular things.
(2) The following elements must be present for a contract to be valid, binding, and enforceable:

(a) One party must make a clear and unambiguous offer to enter into a contract with the other party or parties.​

(b) All other parties must give clear and unambiguous acceptance to the terms set forth in the offer.​

(c) All parties must give consideration by exchanging tangible or intangible things of sufficient value between themselves; such consideration need not be adequate.​

(d) All parties must demonstrate clear intent to create legal obligations under the contract.​

(e) All parties must have the legal capacity to enter into a contract.​

(3) The terms of a contract may be explicitly set forth in the contract, or implied from law, custom, or the conduct of the parties.
(4) An implied covenant of good faith and fair dealing shall exist in every contract covered under this Act, which binds every party to perform their duties and exercise their rights under the contract in good faith and in a manner which is fair and just.

5 - Enforcement Restrictions
(1) No contract may be enforced which does not consist of all of the elements set forth in §4(2).
(2) No term or provision of any contract may be enforced which violates any applicable law, or obligates any party to violate any applicable law.

6 - Release
(1) When a party is released from a contract, they are no longer bound by its terms and provisions.
(2) A party may be released from a contract by mutual agreement between all parties, by a clause in the contract itself, or in accordance with any other applicable law.

7 - Dissolution
(1) When a contract is dissolved, it ceases to exist and no longer binds any party to its terms and provisions.
(2) A contract shall be dissolved by complete satisfaction of all terms, frustration of purpose, the release of all parties but one from the contract, or in accordance with any other applicable law.
(3) A contract may be dissolved by mutual agreement between all parties, by a clause in the contract itself, or in accordance with any other applicable law.

8 - Severability by Default
(1) All provisions and terms under any contract shall be severable unless otherwise stated.
(2) If any provision or term of any contract is held to be unlawful, invalid, or otherwise unenforceable, no other provision or term of the same contract shall be affected.

9 - Force Majeure
(1) Any party to a contract affected by a force majeure must promptly inform the other party or parties and make reasonable efforts to mitigate the impact on the contract.
(2) During a force majeure event, the affected party or parties may suspend their contractual obligations, to the extent that their ability to fulfill such obligations is hindered.
(3) Should the force majeure persist, any party has the right to release themselves from the contract without incurring liability.

10 - Torts
(1) The following acts shall be considered civil torts under this Act:
(2) Breach of Contract

(a) Definition: the act by any party to any contract of failing to fulfill their contractual obligations.​

(b) Forms of Relief: Plaintiffs may pursue adequate compensatory damages, punitive damages of no more than £2,500, a specific performance order, release from the contract, dissolution of the contract, or any combination thereof.​

(c) Plaintiffs may pursue relief under this tort even if the contract has been dissolved, or if the defendant has been released from the contract, provided the breach occurred before such dissolution or release.​

(3) Misrepresentation

(a) Definition: the act of using false or misleading statements to induce another person into entering into a contract.​

(b) Forms of Relief: Plaintiffs may pursue adequate compensatory damages, punitive damages of no more than £2,500, release from the contract, dissolution of the contract, or any combination thereof.​