A contractual discretion exercised by one party is subject to an implied term that it will not be exercised irrationally or in bad faith, applying Wednesbury-type rationality principles.
Contract — Commercial
An innocent party's right to affirm a repudiated contract is subject to a legitimate interest qualification; White & Carter principles apply to limit affirmation in shipping container detention context.
On acceptance of anticipatory repudiation in commodity sales, damages are assessed at the date of acceptance, subject to the innocent party's duty to mitigate.
A duty of good faith may be implied into relational contracts as a matter of law or as a term implied in fact.
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