TOLES Higher – Legal Reading and Writing

Dla dogodniejszego przeglądania wygląd graficzny ćwiczeń został nieznacznie zmieniony, treść jest zgodna z oryginałem.

Spis sekcji:
SECTION 1, SECTION 2, SECTION 3 (A), SECTION 3 (B), SECTION 4, SECTION 5, SECTION 6

SECTION 1
14%

There is a word missing from the following sentences. For each sentence choose the word which best fits into the space from the options provided. Put a circle around the correct answer on the answer sheet. Do NOT mark more than one answer for each sentence.

There is an example at the beginning (*). (10 points)

Example: In the Common Law system used in the UK a precedent is (*) ….. upon future cases.

(1) The occupier of a building such as a retailer or a bank is often liable for the safety of any visitor to those (1) …..

(2) A company is owned by its shareholders, who are sometimes also referred to as the (2) ….. of the company.

(3) In a contract for the sale of goods it is usual to find a retention of (3) ….. clause, which protects the seller’s ownership of the goods if the buyer does not pay.

(4) A person who sells his or her intellectual property rights under a contract and therefore completely (4) ….. those rights to another person is known as an assignor.

(5) According to your contract of employment you are (5) ….. to 43 days paid holiday per year.

(6) The (6) ….. party sued the party in breach for damages of £14 000.

(7) Any unpaid amounts will (7) ….. interest at a rate of 5.5%.

(8) Within a business set up as a partnership the partners have (8) ….. and several liability for the debts of the business.

(9) The judge decided that the contract was void as one of the parties had signed it under (9) ….. .

(10) David Smith was made (10) ….. last year because the bank where he worked needed to save money in order to survive.

Example(*) A compulsory B. obligatory C. binding D. necessary
(1) A. grounds B. locations C. sites D. premises
(2) A. members B. affiliates C. negligence D. persons
(3) A. title B. entitlement C. possession D. tenure
(4) A. moves B. transports C. shifts D. transfers
(5) A. allowed B. entitled C. permitted D. enabled
(6) A. damaged B. breached C. injured D. offended
(7) A. accumulate B. bear C. grow D. acquire
(8) A. shared B. combined C. united D. joint
(9) A. force B. threat C. duress D. pressure
(10) A. redundant B. laid off C. let go D. out of work

SECTION 2
28%

Read the text below and think of the word that best fits each space. Use only one word in each space. Write your answers on the answer sheet.

There is an example at the beginning (*). (10 points)

A COMMERCIAL CONTRACT

Most international commercial contracts have the same or a very similar structure. This means that a lawyer working for an international law firm anywhere in the world who is working on a new contract will usually (*) ….. that contract in the familiar, accepted style.

The first section of a commercial contract gives the precise date of the agreement.

The next section of the contract states the names of the two (or more) contracting parties. It is usual for the contract to contain their names, their addresses and their legal status. This is so that everyone can be sure of exactly who the parties to the contract are. It is also in case of future problems. If one party does not fulfil its obligations under the contract for example, it will be in (1) ….. of its obligations under the agreement. Most commercial contracts anticipate this situation and state that this will entitle the other party to a (2) ….., which may be damages, specific performance, or possibly an injunction. If one party therefore wanted to (3) ….. the other party for damages, the first step in that process would be to send notification to the correct address.

The next section of a commercial contract is usually the part that gives background information about the contract. Its purpose is to set out the reasons for the parties entering into the contract. This section is called ‘The (4) ……’ or sometimes ‘The Preamble’. Very often each sentence in this section of the contract will begin with the very old-fashioned word, ‘(5) …..’. This word basically means, ‘Taking the following facts into consideration’, or ‘As the following facts are true’. Many lawyers think that this part of a contract is not strictly necessary but nevertheless, most commercial agreements continue to include it.

Next come what lawyers refer to as the ‘operative provisions’. These are the key provisions of the contract. It is usual to begin this section of the contract with a (6) …. terms section, the purpose of which is to set out very clearly what specific terms will mean when they are used in this particular agreement. Clauses about consideration and the goods, services, shares, etc, that will be provided by the other party in (7) ….. for that consideration will follow.

At the end of the operative clauses it is usual to find a (8) ….. clause. This clause sets out the conditions in which the parties may bring the agreement to an end before the agreed term. It is usual to be able to end the contract, for example, if one of the parties experiences serious financial difficulties. Sometimes a contract will state that a party can bring the contract to an end by giving (9) …. in writing.

It is also necessary in an international contract to state which countries’ legal system will be used as the governing law in case of any serious (10) …. between the parties that might result in litigation.

ANSWER SHEET

Example (*)  draft, draw up

(1) ………………………………
(2) ………………………………
(3) ………………………………
(4) ………………………………
(5) ………………………………

(6) ………………………………
(7) ………………………………
(8) ………………………………
(9) ………………………………
(10) ………………………………


SECTION 3 (A)
42%

Read the following contract clause. The missing words are in the list below. For each gap choose the word which best fits into the space from the options provided. Use each option only once. Write your answers in the box below.

There is an example at the beginning (*). (5 points)

From a contract for the supply of services

12. Severability

If any part of these terms and (*) ….. is at any time found to be invalid by a court tribunal or other forum of competent jurisdiction or otherwise rendered (1) ….., that decision shall not invalidate or void the (2) …… of these terms and conditions. These terms and conditions shall be deemed amended by (3) ….. or severing such part as necessary to render them valid legal and enforceable while preserving their intent or if that is not possible by substituting another (4) ….. that is valid, legal and enforceable that gives equivalent effect to the parties’ intent. Any such invalid or unenforceable part or parts shall be severable from these terms and conditions or the validity of the part(s) in question in any other jurisdiction shall not be (5) ….. thereby.

Example (*) AA. conditions

A. affected
B. remainder
C. unenforceable
D. provision
E. modifying

(*) AA. conditions
(1) ………………………………
(2) ………………………………
(3) ………………………………
(4) ………………………………
(5) ………………………………

SECTION 3 (B)
56%

Read the contract clause below. The missing prepositions are in the list below. For each gap choose the preposition which best fits into the space from the options provided. Use each option only once. Write your answers in the box below.

There is an example at the beginning (*). (5 points)

From an agreement to hire machinery

4. Limitation of liability

The Company shall be relived (*) ….. all liability (1) ….. costs and obligations incurred by the Hirer and any other third party in the event that fulfilment of the Company’s obligations under this contract is prevented frustrated or impeded in consequence (2) ….. any statute rule regulations orders or requisitions issued by any national or foreign government department council or other duly constituted authority or by reason of any strikes breakdown of plant accident civil commotion war force majeure or any other cause (3) ….. the control of the Company including but not limited (4) ….. causes arising (5) ….. acts omissions of the Hirer.

Example (*) AA. of

A. beyond
B. of
C. to
D. from
E. for

(*) AA. of
(1) ………………………………
(2) ………………………………
(3) ………………………………
(4) ………………………………
(5) ………………………………

SECTION 4
70%

Look at the letter below. A lawyer has written it on behalf of his client. Parts of the letter are written in an inappropriate way. They are underlined. Rewrite the underlined words in a more appropriate way. Write your answers on the answer sheet.

There is an example at the beginning (*). (20 points)

Ward Wilkinson LLP
1 Mermaid Quay
Hammersmith
London
SW12 1PB
15 June 2009
Mr Robert Hopkins
5 Owl Bank
Highgate
London
N10 9XH

 

 

 

Dear (*) Mr Robert

Draft Share Purchase Agreement

Following our telephone conversation of 12 June please find (1) in the envelope with this letter the latest version of your draft Share Purchase Agreement (SPA), which I have (2) changed according to (3) what you told me. I sent you this document as a PDF by email earlier today but as yet you have not confirmed (4) getting it.

As we (5) chatted about during our last conversation, I have extended the indemnity clause so that the seller of the shares, Mrs Alexa Frayne, will be obliged to (6) pay you money in the event that you incur any costs in future in relation to your purchase of these shares. I have already expressed to you (7) a lot of times my concern about the fact that Mrs Frayne has lost her share certificate and I will also therefore require her as the seller to provide indemnity against any costs that may occur in future as a result.

I would be most grateful if you would read through the SPA carefully and (8) tell me quickly if you are happy to proceed on this basis. If that is the case, the next step is to send the document to Mrs Frayne and hopefully she will be willing to complete without further delay. I understand that there is some urgency to conclude this matter as Mrs Frayne is leaving the UK for Canada on 30 June and will therefore be (9) impossible to talk to for some months.

I look forward to hearing from you,

(10) Very kind regards to you

Edward Court-Hampton

Example (*)  Dear Mr Hopkins

(1) ………………………………
(2) ………………………………
(3) ………………………………
(4) ………………………………

(5) ………………………………
(6) ………………………………
(7) ………………………………
(8) ………………………………
(9) ………………………………
(10) ………………………………

SECTION 5
84%

There is a preposition missing from the following sentences. For each sentence choose the preposition which best fits into the space from the options provided. Put a circle around the correct answer on the answer sheet.< Do NOT mark more than one answer for each sentence.

There is an example at the beginning (*). (10 points)
Example: According to contract law an offer is not deemed to be accepted until acceptance is actually received (*) …. the offeror.

(1) My client relied (1) ….. the representations and warranties given by your client in clauses 10.4 and 10.5 of the hire agreement.

(2) Copyright is a right (2) ….. an original work such as a piece of music or a design.

(3) My law firm has a new office in Milan, which will open (3) ….. 25 August.

(4) Interest will accrue (4) ….. any sums remaining unpaid at the expiry of 14 days from the date of this invoice.

(5) A claim has been made (5) ….. my client on the grounds of breach of duty of care.

(6) I act (6) ….. Ben Stillman plc in the matter of its dispute with Bowman Limited.

(7) I will start legal proceedings against you without further notice if I do not receive payment (7) ….. full by Friday 26 June.

(8) The company went (8) …. liquidation last year with debts of over £400 000.

(9) They should have responded (9) ….. now but we haven’t heard anything from the defendants since we filed the claim five weeks ago.

(10) My client proposes to pay off the outstanding sum of £7 000 (10) …. a period of seven months in equal monthly instalments of £1000 per month.

Example(*) A. to B. at C. by D. for
(1) A. to B. against C. on D. for
(2) A. of B. in C. for D. to
(3) A. in B. on C. into D. at
(4) A. over B. from C. by D. on
(5) A. to B. on C. of D. against
(6) A. with B. by C. at D. for
(7) A. in B. of C. at D. for
(8) A. in B. into C. under D. on
(9) A. until B. with C. by D. from
(10) A. in B. over C. into D. for

SECTION 6
100%

Read the following extract from the terms and conditions of a company which sells goods. Some of the words or phrases are underlined. Explain the meaning of these underlined words or phrases. You can write one word in plain English or a short explanation. Write your answers on the answer sheet.

There is an example at the beginning (*). (10 points)

General Provisions

Any failure of the Seller to (*) enforce at any time any of the provisions of this Agreement or to exercise any option provided (1) herein shall in no way be (2) construed to be (3) a waiver of any such provisions nor (4) deemed to be a waiver of the right of the Seller thereafter to enforce each and every such provision. The Seller and the Buyer are independent contractors; neither is an agent or (5) servant of the other or has any authority to assume or create any obligation or liability of any kind on behalf of the other.

ANSWER SHEET

Example (*) to make someone obey a particular rule or a particular law

(1) ………………………………………………………………………………………………
(2) ………………………………………………………………………………………………
(3) ………………………………………………………………………………………………
(4) ………………………………………………………………………………………………
(5) ………………………………………………………………………………………………

Sprawdź odpowiedzi