THE NATIONAL UNIVERSITY OF ADVANCED LEGAL STUDIES

5 YEAR B.A. LL.B. (Hons) Degree (Credit & Semester) 4th Semester

COURSE OUTLINE COURSE

Name of the Course: Law of Special Contracts IV semester Dr. Ambily P

Nature of Course & Credits: Core Course; 4 Credits

INTRODUCTION

Objectives of the course

This course is designed to acquaint a student with the conceptual and operational
parameters of various general principles relating to law of contracts. The course specifically
aim to equip the student to apply the general principles to specific instances and identify the
rights and remedies to such instances. The syllabus covers a wide range of special contracts
such as indemnity, guarantee, agency, negotiable instruments and so on. The specific statutes
relating to each component is dealt in detail so that the student is facilitated to have a skill
based learning and apply the appropriate law to a given situation.

Course Outcome

A student who successfully completes the course is expected to

(a) Have a clear understanding about the evolution of common law and civil law systems
in UK.

(b) Develop clarity with respect to the process of migration of common law and equitable
principles into India.

(c) Apply the general principles of contract to the specific kinds of contract.

(d) Skill based development to draft an appropriate contract for a given situation

(e) Identify a given contract and analyse its implications

1
SESSION PLAN

The information stated below is to guide the students in preparation in advance for attending
the sessions and to facilitate students to engage appropriately with the course requirements.
The course shall commence on Jan 1, 2025 (as per the NUALS Academic Schedule).

MODULE – 1 [15 Hours]

Indian Contract Act, 1872; Indemnity:(Ss. 124-125) - Definition of Indemnity -Nature and
extent of liability of the indemnifier - Commencement of liability of the indemnifier;
Guarantee:(Ss. 126-147) - Definition of guarantee: as distinguished from indemnity -Basic
essentials for a valid guarantee contract – Continuing guarantee - Nature of surety's liability-
duration and termination of such liability - Rights of surety - Extent of surety's liability -
Discharge of surety's liability; Bailment:(Ss. 148- 171) - Definition of bailment - Kinds of
bailees - Duties of Bailor and Bailee towards each other - Rights of bailor and bailee; Pledge:
(Ss.172-179) - Pledge: comparison with bailment - Definition of pledge under the Indian
Contract Act - Rights of the pawner and pawnee - Pawnee’s right of sale as compared to that
of an ordinary bailee - Pledge by certain specified persons mentioned in the Indian Contract
Act; Agency:(Ss. 182-238) - ‘Agent’ and ‘Principal’ defined - Who may employ an agent-
who may be appointed as agent -Kinds of agents and agencies- essentials of an agency
transaction – Distinction between agent and servant - Various methods of creation of agency -
Rights, duties and liabilities of principal and agent- scope and limitation -Delegation-
ratification and revocation of authority - Methods of termination of agency contract- Liability
of the principal and agent before and after such termination.

MODULE 2 [15 Hours]

The Sale of Goods Act, 1930; General: Formation of Contracts of Sale(Ss. 1-10) - Concept of
‘Goods’ - ‘Sale’ and ‘Agreement to sell’ - Statutory Transactions -Contract for ‘Works’/
‘Labour’; Conditions and Warranties(Ss. 11-17, 62, 63) -Stipulations as to time - Implied
Conditions and Warranties – as to title, quality, fitness, etc. - Sale by Description and by
Sample - Treating conditions as warranties - Doctrine of Caveat Emptor; Effects of the
Contract (Ss8-30) -Transfer of property - Doctrine of Nemo dat quod non habet; Sale :by a
person other than the owner - by joint owner - by mercantile agent - by seller or buyer in
possession after sale under voidable contract - in Market Overt; Performance of the
Contract(Ss. 31-44) - Duties of seller and buyer - Rules relating to delivery of goods; Rights

2
of Unpaid Seller(Ss. 45-54) - Who is an un-paid seller? - Un-paid Seller’s Rights – Right of
lien - Right of stoppage in transit - Transfer of goods by buyer and seller; Suit for Breach of
Contract(Ss8-30) - for price - non-delivery - non-acceptance -damages for breach of
conditions and warranties; Repudiation of contract; Payment of damages and special
damages; Auction Sale(S. 64)

MODULE 3 [15 Hours)

The Indian Partnership Act, 1932; a. Nature of Partnership (Ss. 4-8) - Definition of
“partnership”, “partner”, “firm” and “firm name” (S. 4) - Partnership not created by status (S.
5) - Mode of determining existence of partnership (S. 6) - Partnership at will (S.7) - Particular
partnership (S.8); b. Partnership and private limited company- Advantages & disadvantages;
c. Relations of Partners to one Another (Ss. 9-17); d. Relations of Partners to Third Parties
(Ss. 18-30); e. Incoming and Outgoing Partners(Ss. 31-38); f. Dissolution of Firm(Ss.39-55);
g. Registration of Firms (Ss. 56-71)

MODULE 4 [ 15 Hours]

The Limited Liability Partnership Act, 2008; Concept and nature of Unlimited Liability
Partnerships- Distinction between a partnership, a limited liability partnership and a company
- Incorporation of LLPs - Effect of registration; Partners and their relations; Liability of LLPs
and its partners; Holding out; Protection to whistle blowers; Investigation

MODULE 5 [15 Hours]

The Negotiable Instruments Act, 1881; Definition – negotiable instrument -negotiation –

READING MATERIALS

1. Chitty, Contracts, Vol. 1I, 29th Ed., Sweet & Maxwell, 2004.

2. V.K. Rao, Contract II - Cases and Materials, Butterworths, 2004.

3
3. M. Krishnan Nair, Law of Contracts, 1998.

4. Dutt on Contract, H.K. Saharay, Universal, 2000.

5. Mulla, Indian Contract Act and Specific Relief Acts, Lexis Nexis 13th Ed. 2006.

6. Avtar Singh, Law of Partnership

7. Piyush Joshi, Law relating to Infrastructure Projects, Butterworths

8. Agarwal, Government Contracts, Law and Procedures, Eastern Book Corporation

9. Fired, The Law of Agency, Butterworth

10. Iyer Sale of Goods and Partnership Acts, Asia Law House

11. Reynolds & Davenport, Bowstead on Agency, Sweet & Maxwell

12. Mulla, Negotiable Instrument Act, Tripathy

13. Avtar Singh ‘ Principles of Mercantile Law’

14. Pollock and Mulla ‘ The Indian Partnership Act’

15. G.A.L. Friedman ‘ Law of Agency’

16. Benjamin’s Sale of Goods, Sweet & Maxwell, London 12

17. G.P. Sarathy ‘ Negotiable Instruments’

18. Bashyam&Adiga, Negotiable Instruments Act,

19. Pollock &Mulla, Indian Contract & Specific Relief Acts.

20. P.S. Atiyah, Introduction to the Law of Contract, Oxford.

21. P.S. Atiyah, Essays on Contract, Oxford.

22. RashbeharyGhose, Law of Mortgage, Kamal Law House, (1997).

23. Avtar Singh: Law of Contract, Eastern Book Company, Lucknow

24. VenkateshIyer: The Law of Contracts and Tenders. Gogia& Co., Hyderabad

25. Beatson, Sir Jack, et al. Anson's Law of Contract. 29th ed. Oxford: Oxford

4
University Press, 2010

26. Cheshire &Fifoot: Law of Contract, Buttersworth, London,

27. P.S. Atiyah: Sale of Goods Act 1997,Universal Book Traders, Delhi 11.

28. Chales D. Drale: Law of Partnership, Sweet & Maxwell, London

TEACHING METHODS

Lecture method, Discussion and student presentation. The lectures will offer an overview of
the law relating to special contracts and case laws are to be discussed. Each session will
include an opportunity for students to ask questions on the topic covered. Thus a participatory
mode of learning is emphasized.

CONTINUOUS INTERNAL ASSESSMENT

The allocation of marks for each component under continuous assessment shall be in the
following proportion:

Attendance 5 Marks

Internal Assessment Test (Average of three 15 Marks

Project submission 15 Marks

Presentation 10 Marks

Class Participation 5 Marks

Total 50 Marks

The attendance shall be marked and assessed in accordance with the NUALS Deemed
Attendance Rules. The requirements specified in the NUALS Deemed Attendance Rules shall
be complied with by the students

WRITTEN TESTS (CONTINUOUS ASSESSMENT)

5
 There shall be a minimum of three written tests during the entire duration of the
course. Attendance for the tests is compulsory. There may also be additional tests (surprise or
otherwise). At the end of the course, the marks obtained in the written tests will be calculated
out of 15 marks.

ASSIGNMENTS (CONTINUOUS ASSESSMENT)

The students will also be required to prepare and submit written assignments on
various topics throughout the semester. Students are required to refer authentic and standard
materials including books, research papers published in law journals in the context of the
preparation of assignments. Students shall use footnotes for the purpose of acknowledging
the sources which they have relied upon. The footnotes may be prepared using any of the
legal citation styles. Plagiarism is prohibited. If plagiarism is detected the students shall be
required to resubmit the assignment. All relevant sources of information should be explored
and properly acknowledged in the work. This includes all sources from which you derive
ideas, analyses or leads, and not simply sources you quote or paraphrase. Failure to
acknowledge will be dealt with seriously. The written assignments/ projects shall be assessed
out of 10 marks. While evaluating the assignments/ projects weightage shall be given to (1)
content; (2) scope of research; (3) footnoting and formatting;(4) style of writing.

Presentation component will be conducted in class as allotted by the course teacher and the
same will be assessed out of 10 marks.

The involvement of the students in the classroom deliberations and their response to
questions shall also be factored in while allocating marks under the ‘class participation’
component.

*************************************