Law-Terms that were implied from precedence as was in the case of Forefront Medical Technology (Pte) Ltd v Modern-Pak Pte Ltd (2006). Hence, courts are more careful in implying terms on this basis.-Court will not imply terms which contradicts express terms of the contract or is againstpublic policy (not so obvious and necessary).-Courts will not lightly imply terms especially where parties have negotiated at arms’ length, as seen in Wong Lai Keen v Allgreen Properties Ltd (2009)Page 60Effect of breach of Where there is a breachin the express or implied terms of the contract, whether the innocent party can terminatethe contract depends on four factors as was established in RDC Concrete Pte 5
GOAT BIZLAW GODexpress or implied terms (page 61)Ltd v Sato Kogyo (S) Pte Ltd (2007)1)If the contracts state that contract can be terminated in the event of a breach as shown by Fu Yuan Foodstuff Manufacturer Pte Ltd v Methodist Welfare Services (2009)2)if the party in breach renounces the contract by clearly conveying to the innocent party that he will not perform his contractual obligations at all, the innocent party can treat the contract as having ended. 3)Whether the party in breach has breached a conditionor a warranty.-A condition is a term that that is viewed as very important or fundamental in the contract. A breach of condition will allow the innocent party to terminate the contract immediately, regardless of the consequences of the breach as was held in Behn v Burness (1863), The Mihalis Angelos (1971) and Lee Seng Cheong v Seah Bak Seng (2008) Page 62-A warranty is not a vital or important term. The innocent party hence cannot terminate the contract-Complex terms or innominate terms can go either way and depends on the seriousness of the consequences. If it is serious, it is treated like a breach of condition,otherwise a warranty.-Whether a term is a condition or a warranty depends on various factors such as the intention of the parties and from the facts of the case and precedent cases. (e.g. where cases in the past have held that obligations as to the time of performance in commercial contracts may be conditions.)APPLY: In this case, the term to _______ should be classified as a condition because XXX accepted the offer and paid his consideration for ________ deeming it a necessary and fundamental term of the contract which was the intention of the parties when the contract was made. Therefore, XXX can terminate the contract regardless of the consequences of the fundamental breach. 4)Regardlessof the type of term breached, should the consequences of the breach be such as to deprive the innocent party of substantially the whole benefit which it was intended that the innocent party should obtain from the contract, the innocent party can terminate the contract.