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發表於 2013-12-2 13:40:49
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好有興趣喺呢個題目嘅師兄可以睇下以下合約法權威典籍 Chitty on Contracts 點寫：
[2-216] Letter of intent; letters of comfort. Issues of contractual intention have arisen in a number of cases concerned with the legal effects of the commercial practice whereby parties to a transaction issue or exchange "letters of intent" on which they act pending the preparation of formal contracts. One possibility is that such letters may, by their express terms or on their true construction, negative contractual intention. There is, similarly, judicial support for the view that "a letter of comfort, properly so called," is "one that does not give rise to contractual liability." This position is illustrated by a case in which a company issued a "letter of comfort" to a lender in respect of a loan to one of the company's subsidiaries. The letter stated that "it is our policy that [the subsidiary] is at all times in a position to meet its liabilities." This was held to be no more than a statement of the present policy of the company: it was not an undertaking that the policy would not be changed since the parties had not intended it to take effect as a contractually binding promise. On the other hand, "[t]he label used by the parties is not necessarily determinative", so that "sometimes a legal obligation may arise as a matter of construction, notwithstanding the rubic of a letter of comfort." Hence where the language of such a document, or of a letter of comfort, does not negative contractual intention, it is open to the courts to hold the parties bound by the document. They will, in particular, be inclined to do so where the parties have acted on the document for a long period of time or have expended considerable sums of money in reliance on it. The fact that the parties envisage that the letter is to be superseded by a later, more formal, contractual document does not, of itself, prevent the letter from taking effect as a contract.
好簡單講：叫做「意向書」並唔係最關鍵，最重要睇內容；如果文件內容顯示雙方已經同意成約，咁有可能已經有法律上承認嘅合約。當然，文件寫啲咩，點寫，行規係點，呢啲全部都係相關資料協助法庭決定雙方是否已經根據該「意向書」締結合約。
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樓主: 小紀
在線雷達
