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{{a|negotiation|}}It is now lost in the mists of time, but once upon a time there must have been a reason why the international capital markets were so collectively hostile to the [[Contracts (Rights of Third Parties) Act 1999]], a small piece of well-intended legislation which allowed contractual | {{a|negotiation| | ||
[[File:Third man.jpg|450px|thumb|center|Why the hostility towards third parties, [[counsellor]]? What did they ever to do you?]] | |||
}}It is now lost in the mists of time, but once upon a time there must have been a reason why lawyers of the international capital markets were so collectively hostile to the [[Contracts (Rights of Third Parties) Act 1999]], a small piece of well-intended legislation which allowed contractual parties to agree that persons benefiting from their contract, but who were not parties to it (and therefore did not have “[[privity of contract]]” required by the [[common law]]), might, upon a breach, be allowed to sue directly to recover their loss. | |||
Who could object to that? | |||
Well, the community of English lawyers did, most likely, through its instinctive, huffy, reactionary petulance — perhaps understandable in 1999 but, ladies and gentlemen, come on: haven't we grown out of that now? | |||
Nonetheless, the great canon of capital markets [[boilerplate]] is shot through with hostility to this poor act. There's Para 27.10 of the {{gmsla}} for example: the very last paragraph, when all else is said and done, they knife the poor [[CRTPA]] just when, perhaps, it thought it had got away with it. | Nonetheless, the great canon of capital markets [[boilerplate]] is shot through with hostility to this poor act. There's Para 27.10 of the {{gmsla}} for example: the very last paragraph, when all else is said and done, they knife the poor [[CRTPA]] just when, perhaps, it thought it had got away with it. | ||
It seems to [[Jolly Contrarian|your correspondent]] the [[CRTPA]] has its | It seems to [[Jolly Contrarian|your correspondent]] the [[CRTPA]] has its uses. To a careful user of the English language — and is there a carefuller one than a member of the worshipful company of solicitors? — it really ought not present much risk. And there are cases where it might be interesting: | ||
*{{casenote|Secure Capital|Credit Suisse}} [2017] EWCA Civ 1486: A [[bearer security]] held as a global note by a [[common depositary]] on behalf of clearing systems which has a CRTPA provision excludes the right of the end noteholder (in the clearing systems) to sue the issuer. Held: end noteholder could not pursue the issuer directly. | *{{casenote|Secure Capital|Credit Suisse}} [2017] EWCA Civ 1486: A [[bearer security]] held as a global note by a [[common depositary]] on behalf of clearing systems which has a CRTPA provision excludes the right of the end noteholder (in the clearing systems) to sue the issuer. Held: end noteholder could not pursue the issuer directly. | ||
*{{casenote|Chudley|Clydesdale Bank plc}} — a classic case where the CRTPA delivers a sound result where the [[common law]] of {{t|contract}} fails to. | *{{casenote|Chudley|Clydesdale Bank plc}} — a classic case where the CRTPA delivers a sound result where the [[common law]] of {{t|contract}} fails to. | ||
{{ | {{sa}} | ||
*[[Privity of contract]] | *[[Privity of contract]] | ||
{{egg}}{{draft}} | {{egg}}{{draft}} | ||
{{ref}} | {{ref}} |