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This thesis is a comparative analysis of the ability of minors in English and German law to enter into and perform transactions, as well as of the protection that each jurisdiction provides them with. The core insight that this thesis offers is a better understanding of what the 'protection of minors' from improvident transactions means in each of the two jurisdictions by determining the underlying policies. English law allows minors to enter into and perform transactions and thereby dispose of their property. Minority bars only the enforcement of minors' promises, whether directly or indirectly in tort or unjust enrichment, and subject to certain exceptions. By contrast, German law limits minors' ability to participate in transactions autonomously nearly completely and confers all control over minors' transactions on their parents. The latter can even act on behalf of their child as agents by statute and make their child party to transactions without the latter knowing. This thesis analyses the impact that 'minority' has in the areas of contract, (personal) property, and restitution of unjust(ified) enrichment in light of these policies. Following the far-reaching powers of parents over their children, a further important point of consideration in this thesis is the role which parents and the state play in protecting minors from improvident bargains. It can be shown that parents are generally in a fiduciary position in relation to their children and their property and are personally liable for breaches of duty in this regard. A proposal for English and German law to improve the protection of minors from misappropriations of their property by their parents is discussed in this context. In addition, the thesis assesses further particularities of English and German law concerning 'minority', such as the abstract design of German law versus the flexible and individualised approach taken in England.

Insurance is a bilateral contract whose execution is premised on executory express promises of the insured called warranties, and the insurer's implied promises called indemnity. Whereas the making of the warranty is a condition precedent to the inception of the contract the execution of the indemnity is dependent upon the warranty being exactly complied with. This gives rise to instances whereby the insured's purpose of entering the contract are defeated thereby perpetuating unfairness against the consumer. Accordingly, in line with consumerism many countries including Nigeria, the UK, Australia, and New Zealand have had to reform the law of insurance warranty to mitigate unfairness to the insured, but Nigeria's leaves much to be desired, and it seems to impede on insurance development in the country. This thesis seeks to propose a way forward. Accordingly, the thesis traces the historical origin of insurance warranty, its cradle, practice, and reform in the UK, and some significant common law jurisdictions such as Australia, and New Zealand, with a view to pinpointing where and how Nigeria may have missed it. The issues with the traditional warranty and the approaches to its reform in the selected jurisdictions are evaluated. Surprisingly, in this regard, Nigeria appears to be in tandem with the others, except that insurance penetration is still exceptionally low, which in this thesis has necessitated an in-depth examination, where Nigeria's exceptionalism is implicated as one of the main causative factors. To resolve the issue, and since 'normal' approaches to reform appear to have failed, the thesis goes 'out of the box' to propose a hybrid model of reform that combines the strengths and modern approaches of three advanced common law jurisdictions - the UK's, Australia's, and New Zealand's. These are blended with the traditional age-long exceptionalism of the Nigerian peoples to chart a way forward for the reform of Nigeria insurance warranty law.

This research investigates the experiences encountered when persons living with dementia enter into contracts as consumers with businesses, and what consequences may result from such transactions for the person living with dementia and their families. In doing so, this research seeks to clarify what, if any, legal protections are afforded to persons living with dementia who are often still legally capable, but in practice experience difficulties in fully understanding complex consumer contracts with businesses. Relevant academic literature is reviewed in a scoping exercise to gain a clear picture of the concepts of capacity and financial decision-making in a contractual setting. The review demonstrates that for a person living with dementia, capacity to make financial decisions will deteriorate as the disease progresses. Whilst there is no single path to assessing financial capacity, recognising any reduction of financial capacity is seen as important in ensuring long-term financial security and independence for those living with dementia. The review also highlights a clear gap in literature relating to consumers living with dementia. A doctrinal review of relevant laws is undertaken, and includes analysis of contract law, capacity law, consumer rights, as well as human rights in the context of equality and non-discrimination laws. The thesis highlights the lack of cohesion between the various laws, resulting in some consumers living with dementia falling through the gaps and not being adequately protected when entering into contracts with businesses. In addition to the close examination of the law, new empirical data is sought through semi-structured interviews with a number of stakeholders, including persons living with dementia, their family members and carers, as well as charities that advise and work with people affected by dementia. Analysis of the results indicates multiple concerns relating to capacity, knowledge, and protective measures aimed at countering financial harm. In practice, as roles within families evolve, capacity is often ignored in favour of safety and security of the person living with dementia. Where capacity is considered, difficulties arise as to how and who should assess a person's legal capacity to make decisions. The thesis highlights the difficulties of understanding and/or remembering the terms of the contract, which can lead to unintentional breaches of contract. Fear of stigma results in many consumers living with dementia deliberately refusing to disclose their condition, resulting in the business's lack of knowledge of any issue. There is a sense of powerlessness in seeking to terminate consumer contracts outside of the (often onerous) terms of the contract, although pragmatic solutions were presented, such as withholding payments, pleading for understanding and questioning the risk to reputation of the business. Building on from these practical solutions, the thesis suggests a range of legal solutions, such as a review of doctrine and legislation, to improve the contractual position of consumers living with dementia.

This thesis examines both the European Union and national rules governing e-commerce consumer transactions, and empirically investigates whether 300 traders from four countries (France, Germany, the Netherlands, and the United Kingdom) comply with these rules. By examining whether traders actually comply with their legal obligations, the thesis seeks to understand how consumer rules work in practice and determine factors of compliance. The thesis first maps the legal obligations of e-commerce traders under the national rules implementing the Unfair Contact Terms Directive, E-Commerce Directive, and Consumer Rights Directive. The second part investigates whether the 300 simulated e- commerce transactions comply with the 35 selected legal obligations (10,500 assessments). The ambition of the thesis is to define and measure the levels of compliance and to test four hypotheses: (H1) traders do not comply in full with their legal obligations; (H2) large traders are more likely to be compliant compared to SMEs; (H3) traders that are older are more likely to be compliant compared to companies that were incorporated more recently; (H4) traders that base their terms and conditions on pre-drafted standard contract terms are more likely to be in compliance with the selected legal obligations. Based upon the findings, the thesis offers targeted and actionable policy recommendations, in an attempt to promote an evidence based approach to regulating consumer contracts.

This thesis concerns with the law of disgorgement remedies for breach of contract in English law. This thesis argues that both full and partial disgorgement are restitutionary in nature and they aim at preventing unjust enrichment by stripping partial or full profits the defendant made from breach of contract. This dissertation argues that the compensatory analysis of partial disgorgement provided by Lord Reed in Morris- Garner v One Step (Support) Ltd [2018] UKSC 20 is not entirely convincing. This thesis also considers the availability of disgorgement remedies for breach of contract. Disgorgement remedies are exceptional and would be available only if compensatory damages and specific relief are inadequate remedies for breach of contract. Partial disgorgement should be available according to the suggestion Lord Reed made in One Step and the restitutionary analysis of partial disgorgement provides a convincing justification for this suggestion. However, this thesis considers it might be wise to abandon the 'property's analogous rights' idea because of the uncertainty of this definition. Full disgorgement for breach of contract is awarded in a case-by-case approach and should be available where the contractual obligation breached is akin to a fiduciary obligation as the House of Lords suggested in Attorney General v Blake [2001] 1 AC 268. The court awards a full disgorgement for breach of contract also to achieve the purpose of deterrence since it finds its origin in disgorgement for breach of fiduciary duty. After Blake, contractual rights and obligations are fundamentally reconceptualised and a future case where full disgorgement is allowed can be rationalized as a further judicial recognition of the contractual rights that the function of a contract is no longer limited to securing benefits for both parties but it would also be a mechanism for preventing the defendant from profiting from the breach of contract. Therefore, outside of the Blake situation, the court should take all circumstances into consideration in a case-by-case approach to decide whether the claimant has a legitimate interest in preventing the defendant from profiting from the breach similar to the decision in Esso Petroleum Co Ltd v Niad Ltd [2001] EWHC Ch 458. This thesis considers that English law is rather a long way from being willing to embrace a principled approach for awarding a disgorgement remedy like section 39 of the Restatement (Third) of Restitution and Unjust Enrichment (2011) in US law.

The modern role of the law of contract imposes a duty on the state to regulate the way individuals treat each other in the marketplace as part of fulfilling its social role. This thesis investigates the situation of contractual justice under Shariah and English law. It tests the extent to which contractual justice is protected under Shariah and English laws of contract. It indicates that the English law of contract is focused on the absolute sanctity of contract (in its classical form) and economic efficiency (in its modern form). On the other hand, the Shariah law of contract is governed by the general principle that gain comes only from labour and stresses the importance of the equivalence of counter-values. It reveals that while contractual justice under the English law of contract is procedurally oriented, it is substantively oriented under the Shariah law of contract. Additionally, the thesis also discusses the role of the law of consumer protection in pursuing contractual justice. While the consumer is protected under the English law by legislative control, the Shariah law of contract, which was the product of the seventh and eighth centuries, does not recognise the concept of the consumer. One would accordingly question the legitimacy of the action of protecting consumers in those states (take for example Saudi Arabia) that adopt Shariah as the law of the state. Most of the states, which adopt Shariah either alongside other normative systems or as the entire code, grant some kind of consumer protection measures within the law of contract. The thesis attempts to fill this gap by testing the viability of consumer protection derived from the Shariah law of contract. In doing so, attention is paid to the theoretical and practical aspects of the law. It is revealed that the Shariah law of contract is fit both from a theoretical and a practical perspective to serve the aims of consumer protection. The outcomes of the research should guide and enhance the legitimacy of consumer protection measures in Shariah-ruled countries.

This thesis is about corporate attribution in private law. Unlike human persons, companies are artificial legal persons. They lack a physical body with which to act, and a mind with which to think. English law therefore developed the concept of attribution so that legal rules could be applied to companies. Attribution is the process of legal reasoning by which the acts and states of mind of human individuals acting for a company are treated as that of the company, so as to establish the company’s rights against and obligations owed to other parties. This thesis examines the rules of attribution across the private law of obligations, focusing on the law of contract, tort, unjust enrichment, and selected aspects of equitable liability. Three main arguments are made in this thesis. First, there is a sharp distinction between the rules of attribution and the substantive rules of private law to which they apply. The former belongs in the law of persons, and it concerns when the acts and states of mind of an individual can be attributed to a company. The latter belongs in the law of obligations. Second, the same rules of attribution should be, and have largely been used across the entire expanse of private law. Regardless of the area of private law in which the question of attribution arises, the same question is being asked, and so the law’s answer should be the same. Like should be treated alike. This is normatively desirable, because it ensures coherence across private law. Third, it is therefore possible to state the rules of attribution that apply in private law. The acts of an individual A will be attributed to the company C where they were (i) specifically authorised (‘specific authority’), (ii) where A performs an act within the class of acts that A has power to do on behalf of C, even if A is acting in breach of duty (‘actual authority’), or (iii) where A has either been placed in a position or been held out by C such that a reasonable person in the position of a third party would reasonably believe that A had the power to act for C (‘apparent authority’). A’s knowledge will be attributed to C where it is material to the class of acts that A had specific or actual authority to do on behalf of C. Although commonly thought to be a series of diverse, disparate rules found in different doctrines and different areas of law, the rules of attribution form a remarkably coherent, consistent whole across private law.

This thesis examines the regulation of the direct-to-consumer genetic testing industry through analysis of the industry's use of wrap contracts (clickwrap and browsewrap), A significant portion of the thesis consists of a comparative document review of the publicly available wrap contracts of DTCGT companies provided tests for health purposes. It also considers other regulatory responses to date. Due to the lack of industry specific regulation it argues that the use of wrap contracts can be viewed as a means of industry self-regulation and a form of private legislation. This means that governance is skewed heavily in favour of companies and it creates an imbalance in the respective rights and obligations of the parties - company and consumer - which is likely to result in consumer detriment. It is argued that certain types of terms commonly include in DTCGT contracts, including: unilateral variation clauses; some exclusion clauses; choice of law clauses; indemnity; and consent clauses are likely to be deemed unfair and unenforceable under UK law. It recommends that in the short-term the Competition and Markets Authority should undertake a compliance review of DTCGT contracts in order to improving contracts for consumers. In the long term, companies should also be complying with data protection law, as well as legislation on medical devices and the provisions of the Human Tissue Act and there may be a need for industry specific legislation.

The focal point of the research is the efficiency of the construction contract. The objective is to produce criteria for the improvement of the traditional form of contract currently used in construction. A contract is required to enable exchange in the market by providing enforcement against defaulters. Without enforcement as a safeguard, market exchange between people would be discouraged. In defining the liability for default the contract also apportions risk between the parties. What is not so obvious is that contracts also allocate and manage resources. In considering that economics is the human science for the allocation of resources then the connection between economics and contract law becomes clearer. The first part of the literature review defines the problem regarding construction contracts and refers to government reports and other relevant text. The final part of the literature review examines the application of economics to law. The development of law and economics is reviewed together with the two approaches to the subject. The transaction cost of comparative institutions is chosen as the most appropriate form of analysis. A review of the present construction contract terms is made in the light of the attributes that are relevant to transaction cost. Accordingly, it is possible to develop the hypothesis that the transaction cost of using traditional construction contracts is likely to be high, particularly with regard to the cost of ascertaining of the final price paid for the work. A relationship is developed between this high cost and the terms of the contract. This relationship depends on the attributes of transaction cost which produce prolonged bargaining and informational problems. Data has been collected from actual construction projects in order to define the cost of ascertaining the final price paid for the work. Further data was collected from construction disputes that give evidence of the informational difficulties and the terms of contracts which give most problems. The data collected not only gave support to the hypothesis but also indicate the sources in the construction contract that produce most problems. Recommendations are then given in the conclusions with regard to contract terms particularly where it is necessary to improve the efficiency of the construction contract. An indication is also given as to further possible research.

This thesis focuses upon recent Australian developments in the law of estoppel. It provides a justification and basis in principle for the doctrine of estoppel described in cases such as Waltons Stores (Interstate) Ltd v Maher (1987-1988) 164 C.L.R. 387 and Commonwealth of Australia v Verwayen (1990) 170 C.L.R. 394. This basis is found in the principle that we ought all to take reasonable steps to ensure the reliability of the assumptions that we induce in others. Ensuring the "reliability" of an induced assumption means ensuring that a party who relies upon the assumption does not thereby suffer harm: harm in the sense that he is worse off because the assumption has proved unjustified than he would have been had it never been induced. The thesis suggests a pattern for the development of the Australian law of estoppel reflecting that basis in principle. It further demonstrates the potential usefulness of the doctrine with specific reference to (i) pre-contractual negotiations and letters of intent, (ii) firm offers to contract, (iii) variations of contract unsupported by consideration, and (iv) the "battle of forms".

The contractual co-operation among two or more international construction companies to undertake jointly a particular large industrial project has become a central feature of the international construction industry. It is the primary legal and economic concern of the parties not to be confronted with legal consequences which were not expected when they entered into their agreement. Unfortunately, this overriding objective is difficult to accomplish in many instances. The legal systems in general and Egyptian law in particular have not kept pace with the evolving contractual characteristics and economic significance of the co-operation agreements employed in the international construction industry. A structural and conceptual framework for various forms of contractual co-operation arrangements is vital to establish (Chapter One). These arrangements as developed in the international practice are sometimes at variance with general provisions of the law of partnerships and classical concepts of contract law (Chapters Two through Seven). A comprehensive contractual framework is necessary, and statutory changes may be deemed desirable. The analysis under this study covers the internal relationships between the parties of the international construction co-operation on one hand, and their external responsibilities to the employer under the works contract on the other hand.

In 2018, 5,313 Cleveland households received eviction judgments with a scheduled set-out date. These litigants found themselves faced with a ruling legally allowing them to be forcibly removed from their home as early as seven days from their court date. Eviction as a social problem has re-emerged in both public discourse and academia. Yet this “eviction crisis” is not new, and scholars have extensively documented how eviction processes severely harm dwellers. Missing is research critically examining how powerful judicial institutions shape litigant trajectories. This dissertation is an extended case method study of Cleveland Municipal Court – Housing Division (Cleveland Housing Court). Established in 1980, Cleveland Housing Court is a special-purpose court, unique in its exclusive jurisdiction and proclaimed “problem-solving” within the civil eviction realm. Contrasting previous assumptions of civil courts as passive institutions, this work systematically documents the occurrence of formalized eviction in Cleveland utilizing participant observation and analysis of archived court records between 2016 and early 2020. This work sought to (1) understand the formal eviction process, (2) document experiences of litigants and court personnel, and (3) explore if and how court actions reproduced owner privileges, refuted dweller exploitation, or mitigated against negative consequences imposed on litigants. In focusing on this court, this research sought to recognize how everyday practices resulting in the mass removal of Clevelanders from their homes were justified, routinized, and perpetuated by this judicial institution, questioning if there is room within powerful, bureaucratic structures of the state such as this for liberation and change.Ultimately, I found that Cleveland Housing Court has nearly perfected procedural justice to a point where dwellers blamed only themselves for their predicament and judicial staff continued to reproduce inequality. This is done under the guise of “a morale of mitigation,” constantly working against consequences the judiciary itself imposed. I conclude that the court was not only reproducing owner interests but was also exploiting low-level worker labor to maintain a veil of justice, minimizing procedural critique. I offer tiered recommendations encouraging a reexamination of unequal legal procedures and urging advocates to refocus efforts towards directly addressing the pernicious housing market.

This Article presents a theory of the corporate governance costs of private equity. In doing so, it challenges the common view that private equity’s governance structure has resolved, or at least significantly mitigated, one of the fundamental tensions in corporate law, that is, the conflict between management and ownership. The Article argues that this widespread perception about the corporate governance benefits of private equity overlooks the many ways in which the private equity model, far from eliminating agency costs, in fact exacerbates them. These governance costs include compensation structures that incentivize excessive risk-taking, governance rights that provide investors with few avenues for effective information and control, and side agreements that allow for differential treatment of investors. Together, these arrangements create opportunities for private equity firms to extract rent from portfolio companies at the expense of their investors. After identifying the source of these problems, the Article proposes a set of reforms aimed at reducing the misalignments within the industry.