ABSTRACT
This article considers the approach under English law to the adaption of contracts to meet fundamental changes in circumstances. After a brief comparative analysis of the position in Germany and France, where legal principles allow the courts in certain circumstances to recast the bargain, the article considers how issues of this kind are approached under English law. It considers the operation of the doctrine of frustration, and the attempt to develop particular principles for the construction of very long term contracts. The article then looks at how the courts can assist or obstruct parties who re-negotiate their own contracts to deal with changes of circumstance, or who undertake to do so, looking at the operation in this context of the doctrine of consideration, ‘no oral modification’ clauses, the doctrine of economic duress and the approach to obligations to negotiate. Finally, the article argues for a greater level of court control over contractual provisions which give one party a unilateral right to revise the bargain.
€ (Westlaw)
David Foxton, ‘“When Everything Changes”: adapting contracts to fundamental changes in circumstance – the 2024 Jill Poole Memorial Lecture’ [2025] (3) Journal of Business Law 161-178.
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