LL.B. (Three Years) Law of Contract II Syllabus - SPPU 2026
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Syllabus for Law of Contract II
Objectives of the Course
- The special provisions of law that apply to special contracts are covered in this course. The provisions relating to contracts of indemnity and guarantee, of bailment and pledge, and of agency are contained in three chapters of the Indian Contract Act 1872 and in two other statutes: The Sale of Goods Act 1930 and the Indian Partnership Act 1932. These transactions play a very important role in commerce and trade.
- This course follows the course about the general principles that apply to all contracts. They deal with general principles that apply to each specific contractual relationship. The study of this course will enable a good understanding of the purposes with which each of these transactions is made, the features of each of these transactions, and the rights and liabilities of the parties to them. The course also emphasizes the study of remedies provided in these laws.
Module 01: Contracts of Indemnity - Sections 124-125 of the Indian Contract Act, 1872
- 1. Principle of indemnity in general
- 2. Meaning and definition of the contract of indemnity
- 3. Formation and essential features
- 4. Nature and extent of liability of the indemnifier
- 5. Commencement of liability of the indemnifier
- 6. Examples: Indemnity for issuing duplicate share certificate, or bank deposit receipt; Indemnity by owner of a plot of land to a local authority as condition for grant of commencement certificate for construction; Indemnity clause in a contract between a publisher and the printer; Indemnity clause in a sale deed of land supporting assurance of title given by the seller
Module 02: Contracts of Guarantee - Sections 126 to 147 of the Indian Contract Act, 1872
- 1. Definition of a contract of guarantee & kinds of guarantee
- 2. Formation, essential features & parties to the contract of guarantee
- 3. Contract of guarantee as distinguished from a contract of indemnity
- 4. Consideration for a contract of guarantee
- 5. Continuing guarantee, and its revocation
- 6. Nature and extent of surety's liability - commencement, duration, termination & discharge of Surety.
- 7. Surety’s rights against the principal debtor
- 8. Surety’s rights against the creditor.
- 9. Letters of credit and bank guarantees
- 10. Co-surety and manner of sharing liabilities and rights
Module 03: Contracts of Bailment - Sections 71, 148-171, 180-181 of the Indian Contract Act 1872
- 1. Definition of a contract of Bailment
- 2. Formation, essential features and parties to the contract of bailment.
- 3. Kinds of Bailment
- 4. Examples of contracts of bailment: for benefit of bailor, for benefit of bailee
- 5. Rights, duties, disabilities and liabilities of a bailor of a bailee vis-à-vis the bailor of abailee vis-à-vis the third parties, and the true owner
- 6. Termination of bailment, and consequences of termination
- 7. Finder of goods as a bailee
Module 04: Contracts of Pledge - Sections 172 to 179 of the Indian Contract Act 1872
- 1. Meaning and definition of a contract of Pledge
- 2. Essential features and parties to the contract of pledge.
- 3. Creation of a contract of pledge
- 4. Distinction between contracts of pledge, bailment & hypothecation
- 5. Rights, liabilities, duties and disabilities of the pawnor
- 6. Rights, liabilities, duties and disabilities of the pawnee;
- 7. Pledge by certain specified persons: Sections 178, 178A, 179 of ICA.
Module 05: Contracts of Agency - Sections 182 to 238 of the Indian Contract Act 1872
- 1. Meaning and definition of a contract of Agency
- 2. Essential features of a contract of agency. Parties involved. Kinds of agents and agencies
- 3. Creation of agency
- 4. Distinction between agent, servant or employee, and independent contractor
- 5. Agent’s authority - Scope and extent, Express, implied, apparent or ostensible authority, and authority in an emergency, Restrictions or limitations
- 6. Delegation of authority, Relationship between a principal, agent, sub-agent & Substituted agents
- 7. Rights, duties, immunities, disabilities and liabilities of an agent towards the principal and third party
- 8. Rights, duties, immunities, disabilities and liabilities of a principal towards the agent and the third party
- 9. Personal liability of an agent. Pretended agent. Undisclosed principal
- 10. Revocation and other modes of termination of agency, Irrevocable agency, Effect of termination of agency, Liability of the principal and agent before and after termination of agency.
Module 06: Contracts of Sale of Goods - The Sale of Goods Act, 1930
- 1. Definition of a contract of Sale of Goods
- 2. Essential features of a contract of sale. Parties, Goods, Price, Delivery, Risk and Property (ownership).
- 3. Sale as a transfer of property, Sale and agreement to sell. Effect of perishing of goods
- 4. Goods: Meaning, existing and future goods, specific, ascertained, unascertained & contingent goods.
- 5. Implied conditions and warranties, Express conditions and warranties
- 6. The rule of ‘caveat emptor’ and exceptions to the rule
- 7. Transfer of title, Transfer by non-owners (Nemo Dat Quod Non Habet) & Passing of risk
- 8. Rules as to delivery of goods, various modes of delivery and their effect, Inspection of goods and Rejection of goods
- 9. Rights and liabilities of the buyer and seller, Unpaid seller and his rights against the goods and buyer
- 10. Remedies for price and for breach of contract of sale, Interest and taxes
- 11. Auction sales
Module 07: Contracts of Partnership - The Indian Partnership Act, 1932 and The Limited Liability Partnership Act 2008
- 1. Meaning and definition of a contract of partnership
- 2. Essential features of a contract of partnership, the firm, firm name, business, property of the firm and the partners, Minor as a partner
- 3. Kinds of partnership
- 4. Relations of partners with one another: their rights, liabilities, duties, immunities and disabilities
- 5. Relations of partners to third parties, Partner as agent of firm, Partners’ authority, Implied authority, Mode of exercising authority, Liability of the firm for acts of partners
- 6. Change in constitution of a firm. Admission, retirement, expulsion, death and insolvency of any partner, Public notice, Effect of change in constitution of the firm
- 7. Dissolution of a firm, Modes of dissolution, Effect of dissolution, Agreements in restraint of trade
- 8. Registration of firms, Procedure of registration, Effect of non-registration
- 9. Limited Liability Partnership: Essential features, Distinction between limited liability partnership and ordinary partnership.
Recommended Readings
- 1. Akhilesh Gupta, Law Relating to Special Contracts-Contracts of Bailment, Pledge, Hypothecation, Indemnity and Guarantee, 2013, LexisNexis.
- 2. Mulla, The Indian Contract Act, Anirudh Wadhwa ed., 15th ed., 2015, LexisNexis.
- 3. Avtar Singh, Law of Contract and Specific Relief, 12th ed, 2017, Eastern Book Company.
- 4. M. Krishnan Nair, Law of Contracts, 1998.
- 5. Pollock and Mulla’s Indian Contract Act, Nilima Bhadbhade ed., 14th updated edition, 2014, Lexis Nexis.
- 6. Nilima Bhadbhade, Contract Law of India, 2nd ed 2009, Kluwer, available free on Google books.
- 7. Pollock and Mulla’s The Sale of Goods Act, Akshay Sapre ed., 9th ed, 2014, LexisNexis.
- 8. Akhileshwar Pathak, Law of Sale of Goods, 2013, Oxford University Press.
- 9. Avtar Singh, Law of Sale of Goods, 2011, Eastern Book Company.
- 10. P S Atiyah, The Sale of Goods, 12th ed, 2010, Longman.
- 11. P S Ramanatha Aiyar, Law of Sale of Goods, Shriniwas Gupta ed., 10th ed, 2016, Universal Law Publishing.
- 12. A Ramaiya’s Commentary on the Sale of Goods, K Shanmukham and H K Saharay eds, 5th ed, 2014, Universal Law Publishing.
- 13. Benjamin’s Sale of Goods, Michael Bridge ed, 9th ed, 2016, Sweet and Maxwell.
- 14. Pollock and Mulla’s The Indian Partnership Act, G C Bharuka ed., 7th ed, 2007, LexisNexis.
- 15. Mulla’s The Sale of Goods Act and the Indian Partnership Act, K Kannan ed., 10th ed, 2012, LexisNexis.
- 16. Avtar Singh, Introduction to Law of Partnership (including Limited Liability Partnership) 10th ed., 2011, Eastern Book Company.
- 17. S T Desai’s The Law of Partnership in India, Satyajeet Desai ed., 7th ed., 2009, LexisNexis.
- 18. C L Gupta, Law of Partnership including Limited Liability Partnership, Palok Basu ed., 5th ed., 2016, LexisNexis.
- 19. P C Markanda, The Law of Partnership in India, 2010, LexisNexis.
- 20. D S Chopra, A Commentary on Sale of Goods, Partnership and Negotiable Instruments, 2016, Thomson Reuters.
Reproduced from the Savitribai Phule Pune University Revised CBCS Rule and Syllabus for LL.B., the 2023 pattern as amended on 18 July 2024. Wording is as printed in that syllabus. Module numbering is as printed there too.
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Complete LL.B. syllabus
Revised syllabus (CBCS 2023 pattern), as amended on 18 July 2024
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