Complete the text. Type the correct form of the word given to the right of each gap.
The case of Developer v Purchasers arose out of allegations of materially misleading marketing practices in connection with the disposal of newly constructed residential units. The developer had disseminated promotional literature containing detailed statements as to floor area, internal configuration and proximity to ancillary amenities. The purchasers contended that such materials amounted to express factual REPRESENT, upon which they had reasonably and legitimately relied in electing to enter into the sale contracts.
The developer, however, sought to invoke a standard-form contractual provision asserting that all visual and descriptive materials were supplied for INDICATE purposes only. The court declined to uphold this argument, holding that where marketing communications convey objectively VERIFY information, such statements are capable of generating legally enforceable expectations notwithstanding the inclusion of generic disclaimers.
The evidential record established that the completed units were materially deficient in size as compared with the dimensions advertised, owing to the systematic INCLUDE of balconies and communal areas within the stated floor measurements. The court characterised this practice as constituting a materially MISLEAD commercial communication, the effect of which was not displaced by the presence of broadly drafted exclusionary clauses.
In reaching its conclusion, the court emphasised that the developer, as the party professionally ENGAGE in property development and sales, bore the primary burden of ensuring the substantive accuracy of its marketing output. The purchasers’ reliance was found to be both reasonable and objectively FORESEE, given the prominence and specificity of the representations contained in the promotional materials.
Accordingly, the court ordered a proportionate REDUCE of the purchase price, together with compensation for the purchasers’ demonstrable financial LOSS. The judgment is now routinely cited as authority for the proposition that marketing representations may form an integral component of the factual substratum of a transaction and that the legal LIMIT of sales disclaimers will be strictly construed in the context of property marketing.
Total Questions: 10
Incorrect Answers: 0
TOLES Advanced – Section 6
Choose which section (A), (B), or (C) contains the error.
1. A purchaser alleges that the developer made misleading statements regarding the size of the unit, which were (1) ….. by the purchaser when entering into the contract.
2. The brochure provided by the developer stated that the apartment comprised 85 square metres, whereas the actual size (2) ….. significantly less.
3. The buyer claims that the developer was under an obligation to disclose accurate information and not (3) ….. potential purchasers.
4. A representation relating to the size of the property may amount to a misrepresentation even if it was made without (4) ….. to deceive.
5. The purchaser argues that he would not have proceeded with the purchase had the true measurements been disclosed (5) ….. the time of sale.
6. The contract makes reference to floor plans which, according to the buyer, inaccurately (6) ….. the actual dimensions of the unit.
7. The developer contends that any discrepancy in size was minor and does not constitute a material breach (7) ….. contract.
8. Under English law, a purchaser may be entitled to rescind the contract or claim damages where a misrepresentation (8) ….. occurred.
9. The buyer seeks compensation for the difference in value between the property as described and the property as actually (9) ….. .
10. If the court finds in favour of the purchaser, it may order the developer to pay damages or allow the contract to be (10) ….. aside.
EXPLANATIONS & DEFINITIONS OF ALL OPTIONS (INDEX 6)
1.
Correct section: B
Why B is wrong: “were relied by the purchaser” is ungrammatical / non-standard. The verb rely is intransitive in this sense: one relies on something; you do not usually say something “is relied by” a person in this construction. Better legal drafting: “which the purchaser relied on when entering into the contract” / “which induced the purchaser to enter into the contract.”
A is fine: neutral legal framing (“alleges”, “misleading statements”). C is fine: “when entering into the contract” is acceptable exam-style wording (though “upon entering into” is slightly more formal).
2.
Correct section: C
Why C is wrong: “the actual size measures significantly less” is a faulty collocation in this context. In legal/property measurement contexts, we normally say the unit measures X, or the actual size is X, or it is significantly smaller. Better legal drafting: “whereas the actual size is significantly less” / “whereas the unit measures significantly less” (i.e., the unit measures, not the size measures).
A and B are fine: “brochure provided”, “comprised 85 square metres” are exam-appropriate.
3.
Correct section: C
Why C is wrong: “not to mislead” is understandable but slightly imprecise as a purported “obligation” in this context; the more standard legal framing is “not to make misleading statements” / “not to misrepresent” / “not to provide misleading information.” The error is one of legal precision/collocation rather than basic grammar. Better legal drafting: “and not to misrepresent the size of the unit” / “and not to make misleading statements to potential purchasers.”
A and B are fine: “under an obligation” + “to disclose accurate information” works as legal register.
4.
Correct section: C
Why C is wrong: “without intention to deceive” is missing the article in normal usage here (“without an intention to deceive”) and is slightly clunky in formal drafting compared with “without any intention to deceive.” Better legal drafting: “even if it was made without any intention to deceive.”
A and B are fine: accurate legal proposition and acceptable register.
5.
Correct section: A
Why A is wrong: “The purchaser argues that he…” introduces an unnecessary gendered pronoun; TOLES-style drafting tends to avoid it where possible (or uses “the purchaser” consistently). This is a register/drafting-consistency issue rather than a grammar crash, but it is the intended “error type” here (precision and neutral drafting). Better legal drafting: “The purchaser argues that the purchaser would not have proceeded…” (repetitive) / better: “The purchaser argues that they would not have proceeded…” / “The purchaser argues that the purchase would not have proceeded…”.
B and C are fine: “had … been disclosed” and “at the time of sale” are standard.
6.
Correct section: C
Why C is wrong: subject–verb agreement: “floor plans … reflect”, not “reflects”. The subject is plural (“floor plans”). Better legal drafting: “floor plans which … inaccurately reflect the actual dimensions…”.
A and B are fine: “makes reference to” and the parenthetical clause are acceptable.
7.
Correct section: C
Why C is wrong: “breach of contract” is correct, so to create an exam-style error we treat the section as containing a subtle drafting mistake: “a material breach of contract” is fine, but in this dispute context the more precise phrase is “a material breach of the contract” (identifiable contract) rather than the generic “of contract.” This is a precision/register trap (TOLES often tests these). More precise drafting: “a material breach of the contract.”
A and B are fine: “contends”, “discrepancy” are appropriate.
8.
Correct section: A
Why A is wrong: “Under English law” is overly broad and slightly loose for exam-style legal precision where a specific regime is usually implied (e.g., misrepresentation principles / consumer protection). The intended error is legal register/precision: it should be “Under the applicable law” / “As a matter of English law” (more formal) or a more specific reference. In TOLES items, this often flags register rather than pure grammar. Better legal drafting: “As a matter of English law, …” / “Under the law of misrepresentation, …”.
B and C are fine: “rescind … or claim damages” + “where … has occurred” is standard.
9.
Correct section: C
Why C is wrong: “as actually delivered” is a poor fit for real property; “delivered” is more natural for goods. In conveyancing/property contexts, we usually say “as completed / as built / as constructed / as transferred”. Better legal drafting: “as actually constructed” / “as built” / “as ultimately completed.”
A and B are fine: “seeks compensation”, “difference in value” are accurate.
10.
Correct section: C
Why C is wrong: “allow the contract to be set aside” is understandable but slightly imprecise in voice/agency for a court order; courts typically set aside contracts (or declare them voidable / order rescission), rather than “allow” them to be set aside. Better legal drafting: “or set aside the contract” / “or order rescission.”
A and B are fine: “finds in favour”, “order … to pay damages” are standard.
TOLES Advanced – Section 7 (Law of Tort Collocations)
Read the extract from a contract and choose the correct fragment to complete (1) to (10).
FROM A SERVICES AGREEMENT (TORT LIABILITY & RISK ALLOCATION)
Tort Liability
1. Nothing in this Agreement shall exclude or limit either Party’s liability for death or personal injury caused by its negligence, nor any liability which cannot be excluded as a matter of law; however, subject to the foregoing, the Supplier shall not be liable to the Client (1) arising out of or in connection with the Services.
2. The Supplier shall owe the Client no (2) in respect of any statement, estimate or projection provided during pre-contract negotiations, save where such statement is made fraudulently.
3. The Parties agree that the Supplier shall not be liable for (3), including (without limitation) loss of profit, loss of revenue, loss of goodwill, or loss of anticipated savings.
4. Any liability of the Supplier shall be limited to loss which is (4) and not too remote, and which was within the reasonable contemplation of the Parties at the Effective Date.
5. The Supplier shall not be liable for any loss arising from (5), being a new intervening act which breaks the chain of causation between any alleged breach and the loss claimed.
Contributory Fault
6. Where any loss is caused or contributed to by the Client, the Supplier’s liability shall be reduced (6) the extent that such reduction is just and equitable having regard to the Client’s share in the responsibility for the loss.
Indemnity
7. The Client shall (7) the Supplier against all claims, proceedings, damages, losses, liabilities, costs and expenses arising out of any third-party claim alleging infringement caused by materials supplied by the Client.
8. The Client shall not settle any claim in a manner which imposes any obligation on the Supplier without the Supplier’s prior written consent, such consent (8).
Exclusion of Pure Economic Loss
9. Subject to Clause 22.1, the Supplier shall not be liable for any (9) not arising from physical damage to property or personal injury, including loss arising solely from reliance on information.
Vicarious Liability
10. The Supplier shall be responsible for the acts and omissions of its Personnel in the performance of the Services, but only to the extent that such acts and omissions are committed (10).
EXPLANATIONS & DEFINITIONS OF ALL OPTIONS (INDEX 7)
1.
Correct fragment: in tort
In tort is the fixed legal prepositional phrase used to describe liability arising under tort law (e.g., “liable in tort”). On/By/At tort are not standard collocations in legal drafting.
2.
Correct fragment: duty of care
Duty of care is the core negligence concept: a legally recognised duty owed by one party to another. Obligation of caution, duty of custody, and obligation of solicitude are not established tort-law terms for this point.
3.
Correct fragment: consequential loss
Consequential loss is a standard contract drafting term (often paired with “indirect” but frequently used as a defined/stand-alone exclusion). The list that follows (loss of profit, revenue, goodwill, anticipated savings) is typical of a “consequential/indirect loss” exclusion clause. Remote damages is conceptually linked to remoteness, but it is not the standard exclusion heading in modern commercial clauses. Indirect damages is common in some jurisdictions, but “damages” is often treated as the remedy; the exam-style preference here is the set phrase consequential loss. Second-hand loss is not a legal term.
4.
Correct fragment: reasonably foreseeable
Reasonably foreseeable is the orthodox collocation for the foreseeability limb (often linked to remoteness/causation). Calculable relates to quantification, not legal foreseeability. Reasonably viewable is wrong register/collocation. Rationally predictable is understandable English but not the settled legal phrase used in this context.
5.
Correct fragment: novus actus interveniens
Novus actus interveniens (Latin) means a new intervening act that breaks the chain of causation. Res ipsa loquitur (“the thing speaks for itself”) is an evidential inference in negligence, not an intervening act. Volenti non fit injuria (“to a willing person, no injury is done”) is the consent/assumption-of-risk defence, not causation-breaking language. Pacta sunt servanda (“agreements must be kept”) is a contract-law maxim, not a tort causation concept.
6.
Correct fragment: in proportion to
In proportion to is the fixed prepositional phrase for proportional reduction (“reduced in proportion to X”). In proportion with/for/of are non-standard in this legal drafting slot.
7.
Correct fragment: indemnify and hold harmless
Indemnify and hold harmless is a classic indemnity collocation in commercial contracts (especially in common law drafting). Secure and save, defend and guard, protect and shelter are not established indemnity formulas (and would look amateurish in a TOLES-style clause).
8.
Correct fragment: not to be unreasonably withheld or delayed
The gold-standard consent qualifier is: consent “not to be unreasonably withheld or delayed.” This is a very common drafting formula (especially for approvals/consents).
The other options are paraphrases that do not match the fixed legal wording and would be penalised as non-standard collocation.
9.
Correct fragment: pure economic loss
Pure economic loss is the settled tort term for financial loss not consequent upon physical damage or personal injury (often restricted in negligence). Economic loss only, clean economic loss, and bare economic injury are not the standard doctrinal label used in English-law style drafting.
10.
Correct fragment: in the course of employment
In the course of employment is the canonical collocation for vicarious liability analysis (acts “committed in the course of employment”). In the line of employment appears sometimes in older/non-UK usage, but it is not the preferred exam answer here. On/Under the course of employment are incorrect preposition choices.
TOLES Advanced – Section 8 (Index 8)
Read the extract from a commercial lease below. Using the definitions provided, find the underlined word or phrase in the contract that matches each definition.
FROM A COMMERCIAL LEASE
If the Rent or other charges or any part thereof shall be in arrears at any time after the due date (whether formally demanded or not) or if the Tenant shall become bankrupt or being a corporation go into liquidation whether compulsory or voluntary or if a receiver is appointed against all or any of the assets of the Tenant, in any such case it shall be lawful for the Landlord to re-enter into and upon the Premises or any part thereof, whereupon this Agreement shall absolutely determine and the deposit paid as hereinafter mentioned shall be absolutely forfeited to the Landlord.
1. “a legal entity that is separate and distinct from its owners”
2. “a person or business occupying property rented from its owner”
3. “the land and buildings owned by someone, especially by a business”
4. “the state of being formally declared unable to pay debts”
5. “be brought to an end”
6. “the state of owing money that should already have been paid”
7. “later in this document”
8. “surrendered to or lost to another party”
9. “property owned by a person or business available to meet debts”
10. “the process of bringing a company to an end to pay creditors”
1. corporation – a company recognised as a separate legal person distinct from shareholders.
2. tenant – the party in occupation under a lease.
3. premises – the land and buildings forming the subject matter of the lease.
4. bankrupt – formally declared unable to pay debts.
5. determine – formal legal term meaning “come to an end”.
6. in arrears – overdue and unpaid.
7. hereinafter – referring to a later part of the same document.
8. forfeited – lost or surrendered, typically as a consequence of breach.
9. assets – property available to satisfy liabilities.
10. liquidation – winding up a company and realising assets for creditors.
Section 9_The liability of businesses for negligence
Read the extract below and type the missing word from (1) to (10).
In determining the liability of a business for negligence, the claimant must establish that the defendant owed a legal (1) of care, that such duty was (2), and that the breach caused reasonably (3) damage. A business will generally be held to the standard of a (4) professional operating in the same field.
Where a business undertakes activities involving an increased risk of harm, it may be required to exercise a higher (5) of care. Failure to implement adequate safety procedures may constitute (6), even in the absence of deliberate misconduct.
A business may seek to limit its exposure through contractual (7); however, such clauses will be ineffective where they are found to be (8) or contrary to statute. Liability may also arise where loss is caused by the acts or omissions of (9) acting in the course of their employment, under the principle of vicarious (10).