ABSTRACT
Oral contracts are commonplace. As a general rule the common law does not impose formality requirements on our powers to create contracts with one another. So too for our powers to vary the contracts we have entered into. Contracting parties can agree to vary their terms orally, and no obstacle at general law prevents their doing so. But what if parties stipulate a term purporting to do just that? Does it have legal effect – can contracting parties, at time of formation, fetter ex ante their powers to subsequently agree a variation of terms?
In Singapore the Court of Appeal has recently handed down an important judgment on this very issue. In a nutshell, the bulk of their reasoning suggests that they would rather confine no-oral-variation clauses to having a purely ‘evidential’ effect, denying them any ‘real [legal] effect’ on our powers to agree a contractual variation.
Liau, Timothy, No‐Oral‐Variation Clauses and Our Powers to Vary Contracts (December 15, 2021). Singapore Journal of Legal Studies, forthcoming 2022.
First posted 2022-01-31 14:00:00
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