Acceptance Flashcards
Felthouse v Bindley (1862)
‘Silence’ cannot be objectively identified as acceptance.
Brogden v Metropolitan Railway (1877)
Putting the letter in the contract is not acceptance. However, sending the goods as in the contract amounts to acceptance by conduct.
Hyde v Wrench (1840)
Counter offer is not acceptance. Mirror image rule.
Butler Machine Tool Co Ltd v Ex-Cell-O Corp (England) Ltd [1979]
RTS Flexible Systems Ltd v Molkerei Alois Müller GmbH & Co (UK Production) [2010]
In the contract, it says “subject to contract” in order to eliminate the communicated words from being a part of the contract. The conduct of starting to build something is the acceptance of contract.
Smith v Hughes (1871)
Affirmed the use of the ‘promisee objectivity’
Adams v Lindsell (1818)
The use of traditional postal rule The acceptance takes place when the acceptance was posted.
Henthorn v Fraser [1892] 2 Ch 27
Revocation must be ‘communicated’ to the other when acceptance can be just ‘posted’.
Hillas v Arcos (1932)
Without sorting out what ‘fair specification’ means, there is no knowing if the will is met
Scammell and Nephew Ltd v Ouston [1941] AC 251
If a price is not put in a contract, it should be reasonable price. S. 8 Sale of Goods Act 1979 (see also s. 15 Supply of Goods and Services Act 1982/ s.51 Consumer Rights Act 2015)
May & Butcher v R [1934]
Price to be agreed by someone else? (s.9 Sale of Goods Act 1979)
Joanne Properties v Moneything Capital [2020]
Emails to compromise an action were sent between the parties. The emails were headed “without prejudice and subject to contract.”
Walford v Miles [1992] 2 AC 128
‘Promising that they will enter into the contract’ does not work.
Pitt v PHH Asset Management Ltd [1994]
- Lock out agreement – for “a certain period of time”, I will negotiate with you and nobody else.
- POSSIBLE for a short period of time.
Petromec Inc v Petroleo Brasiliero SA [2005] EWCA Civ 891, [2006] 1 Lloyd’s Rep 121
Lock in – locking yourself in that you will reach an agreement – NOT possible.
Blue v Ashley [2017] EWHC 1928 (Comm) (only in HC!)
- The court ruled there was no intention to create legal relation. Something of this magnitude should not be expected to make a contract like that as the contract was made in a pub.
- The social setting can make difference.
Balfour v Balfour [1919] 2 KB 571
- The contract law cannot enforce a family matter.
- Contract law is all about risk, autonomy of individuals, and contribution of political arena.
Esso Petroleum Ltd v Commissioners of Customs and Excise 1976 1 All ER 117
Esso offered customers who purchased at least 4 gallons of petrol a ‚free’ promotional ‘World Cup Coin’. The coin had very little value. The Commissioner argued that the coin should be chargeable.
Treitel
An acceptance is a final and unqualified expression of assent to the terms of the offer. Mirror image rule.
Williams v Carwardine
The motive for acceptance is irrelevant.
Requirements for acceptance
1) mirror rule 2) made by the offeree 3) in response to the offer 4) communicated to the offeror
Boulton v Jones
acceptance must be made by the offeree
Tinn v Hoffman
2 identical cross offers made ignorance of each other does not form a contract unless one accepts.
Proton Energy v Public Company
The word ‘confirmed’ in email is enough to constitute acceptance.
Hartog v Shields
what reasonable observer would think that the offeree intended to accept the offer.
Powell v Lee
Acceptance can be made through a third party communication
Brogden v Metropolitan Railway
Acceptance can be by conduct. There must be external evidence that suggest that a reasonable person with an intention to accept.
Entores v Miles Far East Corporation
Acceptance by instantaneous communications; When the communication is received by the offeror. Lord Denning - example of shouting offer and acceptance across a river.
Re Selectmove
Obiter: If the offeree stated that not heard for a certain period of time and should be taken as acceptance, it is acceptance.
Vitol SA v Norelf
Silence could amount to acceptance as long as it can be regarded as ‘clear and unequivocal’.
Byrne v Tienhoven
The offeror cannot revode the offer after the acceptance is posted even if the offeror is unaware of that.
Household Fire and Carriage Accident Insurance Co v Grant
The acceptance is still valid, even if the letter is lost or destroyed in the post.
Henthorn Fraser
If it is not reasonable to use the post, then the postal rule will not apply. (e.g. a postal strike is one)
Holwell Securities v Hughes
Parties can use ‘ouster clauses’ to avoid postal rule. Parties can specify the mode of communication they want in writing. Postal rule will not apply if the party does not intend to apply or it would cause inconvenience and absurdity.
Brinkibon
If the offeree has done all the offeree might reasonably be expected to do to get their message through, acceptance takes effect when the offeree might reasonably expect it to have been communicated to the offeror. Lord Fraser - an acceptance sent by Telex directly from the acceptor’s office to the offeror’s office should be treated as if it were an instantaneous communication, like a telephone conversation.
The Brimnes
If acceptance is received within office hours but the offeror does not read it, counted as received.
Mondial Shipping BV v Astarte Shipping; Brinkibon
If acceptance received outside office hours, it counts as having received at the beginning of the next working day.
Thomas v BPE Solicitors
To define ‘ordinary office hour’, the context of parties’ negotiations and business norms are relevant.
