AGREEMENT

Question 1

Gibson V Manchester City Council 1978

Answer 1

the meaning of agreement:

C. house under cons government house purchase system, change to Labour and only binding to contractual obligations… broke off.

deciding if you have an agreement…

1. an offer is established? (offer: com that is a deal complete and final set of terms)
2. an acceptance is needed? (all other party needs to do: accept)

HL HELD
No offer in this case was reached, only ‘prepared to sell’.

Gibson is a definitive authority that a contract is an offer matched by acceptance.

Question 2

Denning on Gibson

Answer 2

Denning in CA held that you can discern a contract on conduct.

Diplock in HL held that party can back out BEFORE contract either parties can back out, AFTER, only if other party allows.

Question 3

Carlil V Carbolic Smoke Ball

Answer 3

advert: ball curing influenza, Carlil bought and got flu. AD said reward of £100 would be given if continued to get the flu.
BUT Carlil won: UNILATERAL CONTRACT

inconvienced self, not doing usual, BUT doing something on RELIANCE of that promise.

Ref. to Pattridge V Crtitteden.

Question 4

Walford V Miles

Answer 4

contract between two companies of a business takeover for 2 million.
A ‘comfort letter’ was enclosed, of which the claimants tried to uphold as binding.
Con was binded but when one party tried to move out of the D withdrew from con and decided to go w a third party, of which was against the terms wihin the ‘comfort letter’

Question 5

Bilateral contract

Answer 5

exchange of goods: TWO PROMISES.

Question 6

Unilateral contract

Answer 6

is a promise in return for an ACT.

e.g. Carlil

Question 7

TO HAVE A BINDING CONTRACT IN ENGLISH LAW…

Answer 7

1. Agreement (A & O)
2. Intention: to create a legally binding relay.
3. consideration: means something must be given/done in return of the promise.

occasionally… contracts must be in writing.

Question 8

when is a contract concluded?

Answer 8

when acceptance occurs.

Question 9

Invitations to treat

Answer 9

where you say you will do soemthing, which is designed to elict an offer… which you can accept/decline.

Question 10

Sales of Goods Act 1979 S57 (2)

Answer 10

‘a sale by auction is complete when the auctioneer announces its completion by the fall of the hammer, or in any other customary manner & until the announcement is made, any bidder may retract the bid’.

Question 11

auction w no reserve price

Answer 11

Warlow V Harrison:
concept of a collateral offer
ancillary offer giving rise to a second contract that can yield a remedy where the main contract fails.

collateral: DEBATABLE to what extent collateral reflect the genuine intention of the parties or constitute artificial devices serving the courts view that a remedy should be available.

Question 12

collateral contract

Answer 12

unilateral: if you do X, ill do Y,

e.g. X= highest bid and Y = sell the goods.
holding auctioneer liable to what he said and rightful expectations of the bidder are NOT denied.

Question 13

Fisher V Bell

Answer 13

flick knife display. came to sell the knives byt legal offence NOT committed as they were not offered: ITT

taking the product to the till is the offer which the worker can accept/decline.

Question 14

Pharmaceutical society of GB V Boots Cash Chemists

Answer 14

if you buy a ‘drugs’ you must be under supervision of a pharmacist … where is the contract concluded?

but goods on show is ITT
customer bringing to till: offer
pharmacist can thus accept/decline.

Question 15

Partridge V Critteden

Answer 15

wild live birds, bramblefinches, offered in npaper

NO criminal offence committed: ITT

Question 16

Grainger & Sons V Gough 1896

Answer 16

1. not unlimited supply (could put availability clause)
2. how could rank contracts? not have to accept all offers.

sell to longstanding bus. partner w/out incurring liability.

Question 17

Grainger & Sons V Gough 1896

Answer 17

CATALOGUE

1. not unlimited supply (could put availability clause)
2. how could rank contracts? not have to accept all offers.

sell to longstanding bus. partner w/out incurring liability.

Question 18

Chwee Kin Keeong V Digiland Mall Pte Ltd

Answer 18

depends on the facts it it is an offer or ITT.

Question 19

Harris V Nickerson

Answer 19

auction in AD for furniture, C wants to buy, goes.
BUT furniture never put up for sale.

Courts HELD: chance for loss is SO speculative that it is beyond recognition of the law.

Question 20

Lefkowitz V Great Minneapolic Surplus Stores 1957

Answer 20

coats in store, worth £100. first come, get coats for £1.

OFFER: no further neogiations stated in AD.

(Man refused coat as it was for ‘ladies’)

Question 21

tenders

Answer 21

many contracts dervive from tenders

invitation to tender: like ITT

collateral: ‘if you submit the winning bid, i’ll award you w/the contract’

Question 22

Blackkpool & Fyde Aero Club V Blackpool BC

Answer 22

LA invited locals to operate pleasure flights.
council under no obligation to accept any tender.
Once T had submitted in time, BUT not sent by the instructed way. MEANING concession given to another bidder.
ANY legal obligation to bidders who submitted tenders?
YES : contract to assess ALL tenders… ‘promise to consider.

Question 23

Harvela Investments V Royal Trust Company of Canada.

Answer 23

shares in company between 3 men. one leaves, selling his share
FIXED BIDDING SALE: only one bid, thus MAX one

one entered a referential bid, +adding 100,000 to whatever the highest bid was.
Not allowed in this instance,
need a special kind of set up for it to be allowed.

Question 24

certainty and completeness

Answer 24

contracts have to be certain and complete for the courts.

contracts cannot have vague language / material holes.

TENSIONS: court want to support parties intentions BUT cannot manufacture a con. w/the O.G. fault

Question 25

UNCLEAR WORDING

Answer 25

Scammel & Nephew Ltd V Ouston.
poss. acquisition of a van.
agreed part price would be paid over 2 years. on hire purhcase terms: no default terms, based on the facts.
economically, same as buying outright w money borrowed from bank that you repay over a period of time,

Question 26

Associated British Ports V Tata Steel UK Ltd

Answer 26

possibility of re-neogiation cause held through a contract triggered ‘if any major physical or financial change in circumstances affecting op.’

Also challenged on grounds of uncertainty as ‘financial change is v unclear.’

court said NO problem as it was not an appeal of a variable concept, rather it used a concept which might no lend itself easily to definition but doesnt mean you couldnt work without it,

take alleged change in circumstance… is this a major financial change?
principle, yes/no. fact changes are on a spectrum, when some in middle: ambuiguity. doesnt RENDER a contract fundamentally flawed or uncertain.
must go through defining terms.

Question 27

OMISSION

Answer 27

A matter of scale and what contract says about HOW gap be filled.

FILLING A GAP: courts offer.
1. what parties have done in the past
2 .generally done in line of business.

if we start w/the asumption that parties intend to be in a contract, assume they intend gaps to be filled.
try to fill gaps w/what parties intended.
problems emerge over what they intended and when they can’t agree.

Question 28

May and Butcher V The King 1934

Answer 28

agreement to neogitate, TOO VAGUE.

Per Viscount Dundein: ‘good conduct = conclude a bargain and conclude a contract is one which settles everything that is necessary to be settle’

Question 29

Walford V Miles

Answer 29

agreement to neogitate: to uncertain to be upheld (to negoitate in good faith.)

good faith alone doesnt suffice to have a contract to neogitate rather an expressed exit/entry is required where negotiate

Question 30

Hillas & Co V Arcos Ltd 1932

Answer 30

intially, contract for sale of 22k standard softwood goods of fair specification over the season 1930, 2nd part of the contract was further option for 100k standards for delivery during 1931.

parties performed the first part of the contract, but the Q arose was whether the option was optional/freestanding.
AMBIGUOUS and not defining a standard .
‘over fair specification’ meaningful/too vauge/void for uncertainty
court concluded was valid,

Question 31

Mere statements of price

Answer 31

where a party simply states the minimum price at which they would be willing to sell, this is an ITT rather than an offer…

Harvey v Facey

Question 32

Harvey v Facey

Answer 32

FACTS:

• when the buyer asks ‘what is the lowest price?’
• and when the seller responds to this with the lowest price, this is NOT an offer, merely a statement of price