《香港合同法指引》.pdf

Hong Kong Law Contract Guide Contents Introduction 2 Formation of contract 4 Terms, representations, and warranties 10 Best endeavours/ reasonable endeavours 18 Limitation and exclusion of liability clauses 24 Termination 32 Consent 38 Damages 44 Enforcement 50 Assignment, novation, variation 58 Doctrine of privity 62 Governing law, jurisdiction or arbitration 68 Interpretation 74 Contacts 76 2 Introduction We are pleased to present you with this guide, which we hope will guide you through the basic principles of Hong Kong contract law and the points to consider when you draft your next contract. This guide discusses the relevant legal principles behind the most commonly used contractual clauses, and includes some sample clauses that can be a useful reference when drafting a contract. The guide also covers the key legal principles related to implied terms, including the situations in which such terms would be implied, and the law on exclusion of implied terms. We will also provide an overview of the doctrine of privity of contract, which is important when it