Part II Related Doctrines, 18 Common Assumptions, Estoppel by Convention, and Estoppel by Deed

Subject(s):

Construction of contract — Formation of contract — Interpretation of contract — Performance of contract

This chapter mainly focuses on estoppel by convention, although it also briefly considers estoppel by deed. Where two parties arrive at a common understanding of their relationship the doctrine of estoppel by convention may preclude them from subsequently departing from the terms of that understanding where it would be unconscionable to do so. Such a result may substantially alter or contradict any prior agreement or arrangement between the parties, whether or not contained in a written instrument. It represents a major qualification of, or departure from, orthodox principles of the law of contract. The doctrine of estoppel by deed, meanwhile, precludes the maker of the deed from denying the truth of any matter which they have so asserted.