Salah Documents

To establish liability under this Law, a claimant must show that, but for the defendant’s conduct, he
would not have suffered loss, and that the defendant’s conduct was a substantial cause of his loss.

Misrepresentation defined
(1) There is a misrepresentation if:
(a) there is an incorrect statement of fact, past or present, or a statement of opinion falling
within Article 29(3);
(b) the representor or his agent makes the statement, or has notice that the statement is made;
and
(c) the statement is made in order to induce, and does induce, a person to enter into a contract.

A defendant is not liable to a claimant under Chapters 2 and 3 of this Part if:
(a) the claimant has knowingly subjected himself to the risk on which the claim is based; and
(b) the claimant wishes to subject himself to that risk or agrees to subject himself to that risk.

In order to establish a breach of a duty of care a claimant must show that a defendant failed to
exercise reasonable care to avoid causing loss to the claimant, having regard to the probability, and
the likely seriousness, of the loss

A contract validly entered into is binding upon the parties. It can only be modified or terminated in
accordance with its terms or by agreement or as otherwise provided in this Law.

(1) The parties are bound by any usage to which they have agreed and by any practices which they
have established between themselves.
(2) The parties are bound by a usage that is widely known to and regularly observed in international
trade by parties in the particular trade concerned except where the application of such usage would
be unreasonable.

A contract is concluded by the acceptance of an offer.

A proposal for concluding a contract constitutes an offer if it is sufficiently definite and indicates the
intention of the offeror to be bound in case of acceptance.

A contract is concluded, modified or terminated by the mere agreement of the parties, without any further
requirements.

If the party entitled to avoid the contract expressly or impliedly confirms the contract after the period of time
for giving notice of avoidance has begun to run, avoidance of contract is excluded.

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In applying Articles 49 and 50, regard shall be had to all the circumstances, including
(a) preliminary negotiations between the parties;
(b) practices which the parties have established between themselves;
(c) the conduct of the parties subsequent to the conclusion of the contract;
(d) the nature and purpose of the contract;
(e) the meaning commonly given to terms and expressions in the trade concerned and in the case of a
Coded Term, the meaning given by a reasonable person with a competent understanding of the
relevant Code; and
(f) usages.

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Contract terms shall be interpreted so as to give effect to all the terms rather than to deprive some of them
of effect.

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The contractual obligations of the parties may be express or implied.

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An agent is subject to liability for loss caused to the principal by any breach of duty by the agent.

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LIABILITY OF DISCLOSED OR PARTIALLY DISCLOSED PRINCIPAL; GENERAL RULE ARTICLE 161

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(1) A Company has the capacity, rights and privileges of a natural person.
(2) The validity of an act done by a Company shall not be called into question on the ground of lack of capacity by reason of anything in its Articles of Association or by any act of its Shareholders.
(3) Without limiting the generality of Article 20(2), a person acting in good faith when dealing with the Company is not affected by any limitations in its Articles of Association relating to its Directors’ powers to bind the Company, or authorise another to bind the Company

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A person acting under the express or implied authority of a Company may make, vary, revoke or discharge a contract or sign an instrument on behalf of that Company in the same manner as if the contract were made, varied, revoked or discharged or the instrument signed by a natural person.

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