Contract Law: Past, Present and Future

08:45 Registration

9.15 Welcome 
Paul Davies and Hugh Beale

• Lord Leggatt: Introduction to the conference
   

9.45 Panel 1
Chair: Lord Burrows

• Catharine MacMillan: Who read Chitty’s The Law of Contracts and to what effect?
  Commentator: Tariq Baloch KC (Essex Court Chambers)
• Joanna McCunn: Reasonable, favourable, and popular: contractual interpretation in early editions of Chitty
  Commentator: Richard Calnan (Norton Rose Fulbright/UCL)
• Katy Barnett: Contract damages and legal treatises: past, present and future
  Commentator: Paul Newman KC (Wilberforce Chambers)
   

11.15 Break

11.45 Panel 2 
Chair: Dame Sara Cockerill

• Birke Haecker and Jordan English: Changing Models of Contract Variation – and the Doctrine of Consideration
  Commentator: Holly Stebbing (Norton Rose Fulbright)
• Peter MacDonald Eggers: Insurance policies as composite contracts
  Commentator: Franziska Arnold-Dwyer (UCL)
• Simon Whittaker: Mandatory Regimes of Contractual Good Faith
  Commentator: Philippa Hopkins KC (Essex Court Chambers)

1.15 Lunch

2.15 Panel 3
Chair: Lord Sales

• Rob Stevens: Chitty and Equity
  Commentator: Tom Grant KC (Wilberforce Chambers)
• Ben McFarlane and Andreas Televantos: Can Equity Make Promises Good?: Lessons from History
  Commentator: Andrew Twigger KC (Maitland Chambers)
• Janet O’Sullivan: The regime for damages under the Misrepresentation Act 1967 – a tort/contract chimera
  Commentator: Nehali Shah KC, One Essex Court

3.45 Break

4.15 Panel 4
Chair: Lady Rose

• Tan Cheng Han: Rethinking Agency Law for the Future
  Commentator: Alma Mozetič (Twenty Essex)
• Goh Yihan and Man Yip: Comparative Commerciality in Contract Law
  Commentator: Damian Taylor (Slaughter And May)
• Teresa Rodríguez de las Heras Ballell: From electronic contracts to automated contracting: Contract Law in a quandary
  Commentator: Adam Sanitt (Norton Rose Fulbright)

5:45 Closing remarks

6:00 Reception

7:00 optional dinner

Lord (George) Leggatt is a Justice of the Supreme Court of the United Kingdom. Before being appointed a High Court Judge in 2012 he practised as a barrister for 28 years, specialising mainly in commercial cases. Many of his cases as a High Court Judge were also in the Commercial Court. He was appointed to the Court of Appeal in 2018 and as a Justice of the Supreme Court in 2020.

Dr Franziska Arnold-Dwyer is an Associate Professor at UCL and a Solicitor of the Senior Courts of England and Wales. She teaches and researches in insurance law, insurance regulation and reinsurance law. She is the editor of ‘The Law of Reinsurance and England and Bermuda’ (6th edn, Sweet & Maxwell, 2024) and one of the editors of ‘MacGillivray on Insurance Law’ (Sweet & Maxwell, 2025). Her monographs 'Insurance, Climate Change and the Law’ (Routledge, 2024) and ‘Insurable Interest and the Law’ (Routledge, 2020) won prizes. Franziska sits on the AIDA Presidential Council, is an AIDA Europe Committee member, a BILA Committee member, and a Freeman of the Worshipful Company of Insurers. She is the editor of the BILA Journal and a co-editor of Current Legal Problems. She has assisted the Law Commission and has given evidence on insurance regulation in Parliament.

Katy Barnett is a professor based at Melbourne Law School, University of Melbourne. Her expertise lies in private law, with a particular focus on remedies law, contract law, equity, trusts, torts, legal history, and animal law. She is recognized as an eminent scholar in remedies and private law, with her work cited by apex courts, including the Supreme Court of Canada and the High Court of Australia. She is currently an editor at the Australian Law Journal. Prior to becoming an academic, Katy was a Researcher at the Victorian Court of Appeal, an Associate to the Honourable Justice Mandie at the Supreme Court of Victoria, and a commercial litigator at Russell Kennedy and Freehills.

Richard Calnan is a consultant at Norton Rose Fulbright LLP in London and an honorary professor at University College London. His practice has involved a broad range of corporate and financial transactions, restructurings and insolvencies. 
He has written a number of articles and chapters in books on commercial law.  He is the author of Calnan on Taking Security (LexisNexis, 5th ed 2025) with Magda Raczynska and Rebecca Oliver, Proprietary Rights and Insolvency (Oxford University Press, 2nd ed 2016), Principles of Contractual Interpretation (Oxford University Press, 2nd ed 2017); 3rd edition, with Paul Davies, pending and Principles of Statutory Interpretation (Oxford University Press, 2023).

Jordan English is an Associate Professor of Law at the University of Oxford and a Tutor and Fellow in Law at Magdalen College. He is also an Associate Member of 3 Verulam Buildings, an Academic Fellow of Middle Temple, and an Academic Member of the Chancery Bar Association. His research focuses on private law, with a particular emphasis on contract and property. He is the author of Discharge of Contractual Obligations (Oxford University Press, 2025), which was the 2025 winner of the SLS Peter Birks Prize for Outstanding Early Career Scholarship, and his work on contract law has been cited widely, most recently by the United Kingdom Supreme Court in King Crude Carriers SA v Ridgebury November LLC [2025] UKSC 39 and the High Court of Australia in Shao v Crown Global Capital Pty Ltd (in prov liq) [2025] HCA 43.

Birke Häcker is the Schlegel Professor of Civil Law, Common Law and Comparative Law at the University of Bonn and Director of the Institute of International and Comparative Private Law. As a lawyer fully trained in both England and Germany, she has for many years been researching questions of core private law in both jurisdictions. She regularly works across the so-called civil law/common law divide and also has a particular interest in the comparative common law perspective. Until the end of 2022, she held the Statutory Chair in Comparative Law at the University of Oxford, where she remains a Visiting Research Fellow at the Institute of European and Comparative Law. She is an Honorary Bencher of Lincoln’s Inn and an Academic Member of the Chancery Bar Association.

Tan Cheng Han SC is Professor of Law and Chief Strategy Officer at the Faculty of Law, National University of Singapore (NUS). His research focuses on Agency, Contract and Corporations Law. Representative publications include: “Shareholder Voting Rights, Proper Purposes and the Corporate Constitution” [2024] Journal of Business Law 328; Intermediaries in Commercial Law (co-edited, Hart, 2022) where he also contributed a chapter on “Agency, Artificial Intelligence and Algorithmic Agreements”; “Implied Terms in Undisclosed Agency” (2021) 84 Modern Law Review 532; and “Estoppel in the Law of Agency” (2020) 136 Law Quarterly Review 315. A forthcoming co-edited Research Handbook on Agency and Intermediation (with Deborah A. DeMott) is expected in the first quarter of 2026.

Philippa Hopkins KC is a barrister practising at Essex Court Chambers.  Her areas of expertise include shipping, commodities, insurance and energy, and she has a particular interest in the conflict of laws.  Her practice is divided between litigation and arbitration. She also sits as an arbitrator, mainly in LCIA, ICC and LMAA arbitrations.  She is an editor of Arnould’s Law of Marine Insurance, and a contributing editor to the White Book, responsible for Part 58 (Commercial Court) and Part 62 (arbitration). Philippa is Chancellor of the Diocese of Chelmsford.

Peter MacDonald Eggers KC is a barrister at 7 King’s Bench Walk, London specialising in all aspects of commercial law, especially insurance and reinsurance. Peter acts as an arbitrator and has been a Deputy Judge of the High Court since 2017. Peter has appeared in leading insurance/reinsurance cases. Peter teaches at UCL and is a contributing editor of Chitty on Contracts, co-author of Good Faith and Insurance Contracts and Carver on Charterparties, and the author of Deceit: The Lie of the Law and The Vitiation of Contractual Consent. 

Catherine MacMillan is Professor of Private Law at the Dickson Poon School of Law, King’s College London.  She is engaged in the research of modern English and Imperial legal history and also in contemporary Contract Law.  She has published widely in these areas.

Joanna McCunn is a Senior Lecturer in Law at the University of Bristol. Her PhD was awarded by the University of Cambridge in 2019. Joanna's research focuses on the historical development of English private law.

Ben McFarlane is Professor of English Law at the University of Oxford and a Fellow of St John’s College. His research focusses on the law of property and the law of obligations, and in particular the intersection of the two. He is a Professorial Fellow at Melbourne Law School and an Associate Member of Wilberforce Chambers.

Alma Mozetič is a barrister at Twenty Essex, having previously practised at law firms in New York and London. Her practice spans commercial law, international arbitration and public international law. Alma’s commercial practice encompasses general commercial disputes, civil fraud and conflict of laws. She is a graduate of UCL, Oxford University and Harvard Law School.

Paul Newman KC is a barrister at Wilberforce Chambers, where he specialises in pensions and financial services. He is a member of the Selden Society and holds a doctorate from the LSE on the history of nisi prius law reporting.

Janet O'Sullivan is a Professor of Private Law, University of Cambridge, and is Vice-Master and Director of Studies in Law at Selwyn College, Cambridge. She gained a triple first in Law as an undergraduate in Cambridge, graduating first in her year in 1988 and receiving several university prizes. She practised as a commercial solicitor with Slaughter and May after graduating, before returning to Cambridge to take up a teaching fellowship at Selwyn in 1994 and a lectureship in the Law Faculty two years later. In 2005 she was awarded the Pilkington Teaching Prize for excellence in university teaching. She specialises in the Law of Contract and the Law of Tort, in particular the intersection of the two, concurrent liability and professional negligence, and has published extensively in these areas, with articles in leading journals including the Law Quarterly Review and the Cambridge Law Journal, and numerous edited collections. Janet is the author of a very successful OUP textbook on the Law of Contract, now in its eleventh edition. Last year she organised a highly regarded symposium to mark the 25th anniversary of the Contracts (Rights of Third Parties) Act 1999, the edited collection of papers for which will shortly be published by Hart Bloomsbury. She has three adult children, one of whom has Down syndrome, and lives in North Essex.

Teresa Rodríguez de las Heras Ballell is Professor of Commercial Law at University Carlos III of Madrid, Spain. She is President of the European Law Institute (ELI). She is the Director of the Research Chair on AI Foundations and Frontiers. She was Sir Roy Goode Scholar at Unidroit in 2021–22 and she has been elected member of the Austrian Academy of Sciences. She is a Delegate of the Kingdom of Spain at United Nations (for UNCITRAL) in Working Group VI on secured transactions, WG IV on e-commerce, and WG I on Warehouse Receipts, and an Expert for UNCITRAL and Unidroit on access-to-finance projects and digital economy projects – including the MLWR, the Cape Town Convention, and Enforcement practices. She is the Chair of the Supervisory Authority for the Rail Protocol Registry – OTIF Berne/UNIDROIT.
She is an arbitrator at the Spanish/Madrid Court of Arbitration. She is also member of the European Commission Expert Group on Liability and New Technologies, of the EU Expert Group for the Observatory on Online Platform Economy, and of the EU Expert Group on B2B Data Sharing and Cloud Computing. She is member of the European Law Institute (ELI) Executive Committee and Council and author of the ELI Guiding Principles on ADM. She was awarded a European Central Bank scholarship under the ECB Legal Program on Fintech Regulatory Challenges. Her past academic appointments include, inter alia, the James J Coleman Sr Distinguished Visiting Professor of Law at Tulane Law School, Academic Visitor at the University of Cambridge, Visiting Professor at the University of Sydney, Invited Professor chiara fama at the University of Turin (Italy), Associate Visiting Professor at the National University of Singapore, Marie Curie Fellow at Centre of European Law and Politics (Germany), and Chair of Excellence at Oxford University.

Adam Sanitt is a Knowledge Director at Norton Rose Fulbright LLP in London, specialising in banking litigation and digital assets.  His recent articles include Digital assets and applicable law: in defence of the lex situs in Lloyd’s Maritime and Commercial Law Quarterly ([2025] LMCLQ 82),  Remedies for Smart Legal Contracts in Damages, Recoveries and Remedies in Shipping Law (Ed. Soyer, 2023), What sort of property is a cryptoasset? in Butterworths Journal of International Banking and Finance Law ((2021) 2 JIBFL 83) and (with Professor Sarah Green) Smart Contracts in Contents of Commercial Contracts (ed. Davies and Raczynska, 2019).

Nehali Shah KC, of One Essex Court, is a barrister with extensive experience of complex and high-value commercial litigation and international arbitration. Her core practice areas include banking, financial services and restructuring, energy, civil fraud and jurisdiction. She is Band 1 ranked in Chambers & Partners in 4 practice areas. Nehali has won Banking Junior of the Year and International Arbitration Junior of the Year, and has been included in The Lawyer's Hot 100, and also Legal Week's 'Stars at the Bar'.  Nehali was recommended for the award of King’s Counsel in the 2025 Competition.

Robert Stevens is the Professor of English Private Law at the University of Oxford. Previously he was a Professor in commercial law at UCL (2007-2012) and a lecturer in law at the University of Oxford (1994 to 2007). He was called to the bar in 1992. He is best known for his books, Torts and Rights (2007) and The Laws of Restitution (2023), and for his dislike of “cryptocurrencies” (sic). He is currently working on a large project on contract.

Damian Taylor is a Partner at Slaughter and May specialising in commercial litigation and arbitration.  Damian enjoys a broad international practice across a wide range of clients and sectors, with highlights including the long running Trucks competition litigation claims, acting for an insurer in the COVID business interruption insurance test case and obtaining a series of injunctions to allow the sale of Liverpool Football club to new owners.  He is the co-author of Contract Law, Directions (Oxford University Press, 9th Ed., 2023) and The Dispute Resolution Review (The Law Reviews, 15th Ed., 2026). Damian is a member of the ICC United Kingdom Arbitration & ADR Committee and the Advisory Committee of the London Solicitors Litigation Association (LSLA).

Dr Andreas Televantos is the Hanbury Fellow and Tutor in Law at Lincoln College and an Associate Professor at the Faculty of Law, University of Oxford. His research focuses on equity and trusts, particularly in the commercial sphere. 

Andrew Twigger KC is a barrister practising at Maitland Chambers in domestic and international business disputes of all kinds.   He particularly enjoys appellate advocacy and represented the successful parties in the Supreme Court in Wood v Capita [2017] A.C. 1137, Barton v Morris [2023] A.C. 684 and Frenkel v LA Micro [2024] UKSC 42.  He took silk in 2011 and sits as a Deputy High Court Judge.  He was Chair of the Chancery Bar Association between 2022 and 2024. 

Simon Whittaker is an emeritus research fellow of St. John’s College, Oxford, having previously been fellow and tutor in law there and Professor of European Comparative Law at the University of Oxford. His published works include Liability for Products: English Law, French Law and European Harmonization (OUP, 2006); (with R. Zimmermann) (eds) Good Faith in European Contract Law (CUP, 2000); (with J. Bell et S. Boyron) Principles of French Law (OUP, 2nd edn., 2008); and (with J. Cartwright (eds) The Code Napoléon Rewritten, French Contract Law after the 2016 Reforms (Bloomsbury 2017) and numerous articles and book chapters: see https:///www.law.ox.ac.uk/people/simon-whittaker. He has been an editor of Chitty on Contracts since the 26th edition (1989). 

Goh Yihan SC is Deputy Attorney-General at the Attorney-General’s Chambers of Singapore. He was formerly a Judge of the Supreme Court of Singapore and Dean of the Singapore Management University Yong Pung How School of Law.

Man Yip is Professor of Law and V3 Group Professor in Family Entrepreneurship at Singapore Management University Yong Pung How School of Law
 

Lady Rose was called to the Bar by Gray's Inn in 1984. She practised as a barrister for ten years in Monckton Chambers specialising in competition law and was a contributing editor to the 26th, 27th and 28th editions of the Chapter in Vol 2 of Chitty relating to contracts and competition law under the general editorship of Prof Tony Guest. In 1995 she left practice to join the Government Legal Service. Over the following years she worked in HM Treasury, the Ministry of Defence and the Office of Counsel to the Speaker of the House of Commons. In 2006 she was appointed to her first judicial role as a part time judge on the Competition Appeal Tribunal. In May 2013 Dame Vivien was sworn in as a High Court Judge in the Chancery Division where she sat for over five years. She was appointed to the Court of Appeal in January 2019 and to the Supreme Court in April 2021.

Lord Andrew Burrows FBA is a Justice of the UK Supreme Court and a Distinguished Fellow of All Souls College, Oxford. Formerly he was Professor of the Law of England at the University of Oxford and he is the first academic lawyer ever to be appointed direct to the highest court.  He was President of the Society of Legal Scholars (2015-16) and a Law Commissioner for England and Wales (1994-1999). He has written many articles on contract, tort, unjust enrichment, and statute law. His books include Remedies for Torts and Breach of Contract, The Law of Restitution, Understanding the Law of Obligations, A Casebook on Contract, A Restatement of the English Law of Unjust Enrichment, A Restatement of the English Law of Contract and Thinking about Statutes. He was formerly a joint author of Anson’ s Law of Contract, the general editor of English Private Law and an editor of Chitty on Contracts and Clerk and Lindsell on Torts. 

The Right Honourable Lady Justice Sara Cockerill was sworn in as a Lady Justice of the Court of Appeal in October 2025. She took up her senior leadership role as Deputy Head of Civil Justice in November 2025. Cockerill LJ practised as a barrister 1990- 2017, specialising in commercial cases and in compelled evidence. She was appointed as a Deputy High Court Judge in 2015, sitting in the King’s Bench Division (specifically in the Administrative Court and the Commercial Court). She became a High Court Judge in 2017, assigned to the King’s Bench Division. She was previously authorised to sit in cases in the Commercial Court, Financial List, the Competition Appeal Tribunal and the Technology and Construction Court as well as in the Administrative Court and other Queen’s Bench work, including crime. She was Judge in Charge of the Commercial Court 2020-2022.

David Foxton was appointed a judge of the King’s Bench Division of the High Cour in January 2020, and was the Judge in Charge of the Commercial Court from 2022-2204. In January 2026, he was sworn in as a judge of the Court of Appeal. He is the general editor of Scrutton on Charterparties and Bills of Lading and of Mustill & Boyd: Commercial and Investor State Arbitration.

Katy Barnett (Melbourne Law School): Contract damages and legal treatises: past, present and future
This paper will look at the influence of legal textbooks and treatises on the development of contract damages, including Chitty itself, and consider questions of where damages should be placed in any taxonomy or textbook. It is suggested that legal treatises played an essential role in the advancement of concrete principles of English contract damages.

Birke Haecker (University of Bonn) and Jordan English: Changing Models of Contract Variation – and the Doctrine of Consideration
This paper seeks to challenge the modern orthodoxy that a contractual variation, in order to be binding and enforceable, must necessarily always be supported by fresh consideration. Traditionally, a contractual variation was often conceptualised as involving the substitution of an old contract with a new contract incorporating the new terms, which did not require fresh consideration. Alternatively, the same effect could be achieved by the creation of a new contract containing promises about how the parties would deal with the old, which necessarily did require consideration. But the predominant modern view treats the core case of variation as involving a new agreement directly changing the terms of the old agreement. It further assumes without questioning that the new agreement must always be supported by fresh consideration. The paper makes two claims, based on a historical and comparative analysis: first, this conception of variation is more recent than is commonly supposed; and second, properly understood, it does not inherently require consideration. If English law were to recognise this, it could jettison the problematic construct of “practical benefit” consideration in the variation context, without calling the doctrine of consideration as a whole into question.

Peter MacDonald Eggers KC (7 King's Bench Walk): Insurance policies as composite contracts
Insurance policies are not always simply a contract between a single insured and a single insurer. Insurance policies often involve multiple parties, either two or more insureds or two or more insurers, or both. The law has developed a sharp distinction between the concept of a “policy” and a “contract” in this context, often motivated by the response to the specific insurance law doctrines which have been applied to multi-party policies. Although the concept of composite - or multi-party - policies was first developed in the 1940s, it is only recently in the 21st century that the English courts are grappling with this concept in a variety of interesting ways. This paper surveys the development of the composite insurance policy to date and considers its future.

Catharine MacMillan (King's College London): Who read Chitty’s The Law of Contracts and to what effect?
Joseph Chitty (1796-1838), the younger, was a Middle Temple barrister whose enduring treatise, A Practical Treatise on the Law of Contracts not Under Seal, was first published in 1826. Chitty wrote for ‘the Public’ and he sought to provide his readers with something of an overview of ‘matters’ connected with ‘the Law of Agreements’.  His was a treatise concerned with simple contracts as a whole and not with particular kinds of contracts upon which there were existing treatises.  He chose this subject because the rapid extension of commerce after the Napoleonic Wars had made the law of contracts an increasingly important subject before English courts.  A second edition appeared in 1834: Chitty explained that his work examined the principles of contract law whilst simultaneously providing utility as a Nisi Prius book.  This was to be the last edition Chitty himself wrote.  After his untimely death in 1838 a succession of authors produced further editions at regular intervals throughout the nineteenth century.  

This chapter explores why Chitty on Contracts was so successful in the nineteenth century.  Its success is all the more striking when one considers that from the 1860s new treatises on Contract Law began to appear.  While these new treatises reconceptualised and reorganised the subject, Chitty’s work endured. This chapter examines who used Chitty’s treatise and how they used it.  It is argued that Chitty’s treatise continued to have a definitive effect on the substance of English Contract Law throughout the nineteenth century.

Joanna McCunn (Bristol): Reasonable, favourable, and popular: contractual interpretation in early editions of Chitty
In 1826, Joseph Chitty declared that ‘the maxims for the exposition of contracts are simple and consistent, and well calculated… to do justice between the parties’. Construction, he explained, must be ‘reasonable’, ‘favourable’, and according to the ‘popular sense’ of the parties’ words. While the current edition of the treatise strikes a less optimistic tone about the law of contractual interpretation, a number of Chitty’s original ideas can still be found in its pages.

This paper examines the rules, principles and cases on interpretation compiled by Joseph Chitty in the first and second editions of his treatise. It asks how Chitty developed his ideas on interpretation, and traces their fate in later editions of the treatise, as they were amended, expanded or excised by subsequent editors. The paper offers insights into the methods of nineteenth-century treatise writers, as well as the developing English law of contractual interpretation.

Janet O’Sullivan (Cambridge): The regime for damages under the Misrepresentation Act 1967 – a tort/contract chimera
The Misrepresentation Act 1967 was born just before the ‘Summer of Love’, which may explain why this short piece of legislation is both convoluted and puzzling. Uniquely for legislation in English private law, it creates a tort-style damages remedy that is only available as between contracting parties, and does so not directly by requiring the claimant to prove negligence on the part of the misrepresentor, but indirectly by adopting a ‘fiction of fraud’ and a reversed burden of proof. To add to the trippy impression, the leading case applying the fiction of fraud (Royscot Trust Ltd v Rogerson) involves a fact pattern that does not the fall within the Act, because the misrepresentor was not a party to the contract.  This paper will interrogate the issues thrown up by this chimera damages regime. These include its relationship to the requirements for misrepresentation as a vitiating factor – for example, how are damages to be calculated when it can be shown that, in the absence of the misrepresentation, the claimant would still have contracted with the defendant but on different terms?  In addition, it will explore the operation of the fiction of fraud – are all the elements of the tort of deceit transplanted to the statutory regime, or just the more generous remoteness test?  Is contributory negligence an available defence (when it is not available in true cases of deceit)?  And what of developments in the law of deceit that post-date the enactment of the Act, such as the generous damages counterfactual in East v Maurer?

Ben McFarlane and Andreas Televantos (Oxford) : Can Equity Make Promises Good?: Lessons from History
The aim of this paper is to look at the development and fate of various equitable doctrines that may have been said to intrude on the bounds of contract law (in particular the doctrine of making representations good; part performance; and promissory estoppel) and see what lessons can be drawn for modern debates, especially as to how a court should respond to a successful proprietary estoppel claim.

Teresa Rodríguez de las Heras Ballell (Universidad Carlos III de Madrid): From electronic contracts to automated contracting: Contract Law in a quandary
Technology, and more precisely the various waves of digital technologies, is undoubtedly the factor that has shaped, and is still defining and transforming, in the most intense, comprehensive and radical way, the economy and the society in the present time, and thus, how contracts weave together relationships of exchange and cooperation. And in doing so, it has confronted Contract law, in its entirety, with the challenges of digitality. With an innate adaptive capacity, contracts and Contract law have been fitting in, resolving, overcoming obstacles, challenges and legal issues that progressively emerged from the digital transformation of our society and our economy.

Automation, and even more radically, the emergence of artificial intelligence agents (AI Agents), embodies a new challenge to Contract law that go far beyond the challenges of electronic contracting, that have been already overcome. Electronic contracting, a few decades ago, posed a challenge to legacy contract law. Electronic contracting confronted traditional Contract law rules with the admissibility of the digital medium as a functional equivalent to writing in paper and the use of electronic communications to express and convey declarations of will and other statements with pre-contractual, contractual or contract-performance relevance. It was essentially a formal dilemma, or a dilemma of ‘form’ – challenging ‘how’ to contract but not ‘who’ contracts.

Automated contracting – the use of automated systems or AI agents in and for contracting - poses a substantive dilemma instead: the need to rethink Contract law in ‘non-human terms’ or, at least, in and for contexts that are not exclusively human.

Contract law is in a quandary. Are Contract law rules suited to ‘contracts without human intervention’? Should Contract law accept to ‘replace’ human actions by machine-based actions in and for the purposes of forming and performing contracts? The dilemma is formulated in these crude, and probably excessive terms, to spotlight the criticality of the challenge. Such a radical perspective of assuming automated contracting as ‘contract without humans’ can be deemed unrealistic or simply inaccurate. But it is the right approach not to underestimate the criticality of the dilemma; even if it is simply used as a metaphorical way to highlight that the dilemma in not simply and no longer related to the form (how) but now to the substance (who). Automation involves ‘distancing humans’ from contracts and challenging the notion of (human) autonomy and its meaning and significance for Contract law.  

Contract law has to decide (whether and) how to embrace ‘human distance’ or even ‘human absence’ in ‘automated contracting’. This Paper analyses this dilemma, explores possible policy options, and explains the solutions adopted by the UNCITRAL Model Law on Automated Contracting and the ELI Model Rules on Digital Assistants and Consumer Contracts, while proposing and coining the notion of ‘intuitu hominis contracts’.

Rob Stevens (Oxford): Chitty and Equity
Since their beginnings, contract textbooks have adopted a fusionist approach to the rules sourced in the common law and equity. These have been presented as forming a single unified law of contract, much as exists in civilian jurisdictions. Although there are benefits to this approach, there are also costs, obscuring the different nature of, and justification for, the applicable equitable rules.

Tan Cheng Han (NUS): Rethinking Agency Law for the Future
The law of agency remains bedevilled by uncertainty in some important doctrines, both in the cases and academic writing. At the same time, the importance of intermediaries has grown over the decades and today include electronic platforms and the emergence of agentic artificial intelligence. In this context, the law of agency has never been more significant. This paper explores how agency theory and doctrine can evolve to resolve its present uncertainties, the better to accommodate the growth in the use of intermediaries, natural and artificial.

Simon Whittaker (Oxford): Mandatory Regimes of Contractual Good Faith
While there is no general principle of good faith in the English common law of contract, over the last few years the significance of the good faith of parties to contracts has become prominent, both in terms of the use of express terms of good faith and the finding by the courts of implied terms of good faith. In both respects, the significance of good faith is said to be sensitive to its context and the terms are by their nature non-mandatory: express terms of good faith reflect an explicit choice by contracting parties, and implied terms of good faith will not be found where this is inconsistent with the contract more generally.

Much less well-known, however, are legal developments governing commercial contracts for the supply of “groceries” (defined very broadly) and primary agricultural goods where legislation has required commercial purchasers to use written contracts which require fair dealing and good faith in relation to their suppliers. These express terms of good faith are mandatory in the sense that the commercial purchaser has no choice whether or not to include them, even though they are necessarily (and “expressly”) contractual. My paper will consider these mandatory regimes of good faith, how they relate to the general law of contract and how they compare with the mandatory requirements of fairness and good faith in the law of consumer contracts.

Goh Yihan and Man Yip (SMU): Comparative Commerciality in Contract Law
Chitty on Contracts (36th edition, volume 1) states that English contract law facilitates trade and commerce by according primacy to the principle of freedom of contract. However, where commercial bargains are concerned, the idea or value of commerciality – which may be loosely defined to refer to suitability for commerce – has never been articulated at the level of principle, even though courts do explicitly consider whether an outcome is “commercially sensible” or “commercially realistic” in case law. This may give rise to criticisms that commerciality is a mere heuristic tool, devoid of any substantive content and used as a convenient shortcut in place of proper reasoning.

This paper critically investigates the place and role of commerciality in contract law by undertaking an analysis of case law and comparatively reviewing developments in English law, Australian law and Singapore law. To do this, this paper comprises two parts. In the first part, we explain why commerciality is relevant to contract law; identifies how it is embodied in different contract law concepts; and describes its relationship with the principle of freedom of contract. In the second part, we discuss how each common law jurisdiction may ascribe a different role for commerciality by examining recent case law developments in specific areas, such as, contract interpretation, the penalty rule and damages. All in all, we will show that commerciality, far from being a heuristic tool, is actually imbued with substantive content, although this needs to be more properly fleshed out. 

Hugh Beale KC (Hon) FBA is Emeritus Professor of Law at the University of Warwick, and a Senior Research Fellow of Harris Manchester College and Visiting Professor at the University of Oxford. He was a Law Commissioner from 2000-2007, with responsibility for the Commercial and Common Law Team. He has been a contributor to Chitty on Contracts since the 26th edition in 1989 and was General Editor from the 28th edition in 1999 to the 36th edition in 2026.  He has written widely on English, European and comparative contract law, and also on secured transactions.

Paul S Davies is Professor of Commercial Law at UCL and a Barrister at Essex Court Chambers. He was previously a Fellow of Gonville and Caius College, Cambridge and St Catherine's College, Oxford. Paul has also worked at the Law Commission. He is the author of Accessory Liability (Hart Publishing, 2015; revised paperback edition, 2017), which won the main Inner Temple Book Prize in 2018, JC Smith’s The Law of Contract (3rd ed, OUP, 2021), and a co-author of Equity and Trusts: Text, Cases and Materials (4th ed, OUP, 2025 (with Graham Virgo)), Anson’s Law of Contract (32nd ed, OUP, 2026 (with Sir Jack Beatson and John Cartwright)) and Principles of Contractual Interpretation (3rd ed, OUP, 2026 (with Richard Calnan)). In 2020 Paul was awarded a Philip Leverhulme Prize in Law, which “recognises the achievement of outstanding researchers whose work has already attracted international recognition and whose future career is exceptionally promising”. Paul is also an editor of both Chitty on Contracts and Snell's Equity, and will take on the General Editorship of Chitty in 2026.

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Standard ticket = £125

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• Firm name
• Position in organisation
• Email address
• Special dietary requirements
• Ticket type