Case rules

Question 1

Canadian Dyers Assn. v. Burton (Offer and Invitations to Treat)

Answer 1

Can’t accept an invitation to treat and mere quotation of price in negotiations is not an offer, it’s an invitation to treat

Question 2

Pharmaceutical Society v Boots (Offer and Invitations to Treat)

Answer 2

items on a shelf in a store are invitations to treat

Question 3

Carlill v Carbolic Smoke Ball Co. (Offer and Invitations to Treat)

Answer 3

unilateral contracts are based on actions and do not need expressed acceptance; simply by doing the act, you accept the offer

Question 4

Goldthorpe v Logan (Offer and Invitations to Treat)

Answer 4

if the objective reasonable person would think that an offer was a serious offer, then it is

Question 5

R v Ron Engineering (Tenders)

Answer 5

submitting a bid is the acceptance of unilateral contract A and is therefore binding

Question 6

MJB enterprises Ltd. v Defense construction Ltd (Tenders)

Answer 6

there is an implied term in calls for tenders that the owner will only accept compliant bids
privilege clause does not override this, simply means that the owner can accept a bid that is not the cheapest

Question 7

Double N Earthmovers v City of Edmonton (Tenders)

Answer 7

you may waive away trivial requirements to pick a non-compliant offer

Question 8

Blair v. Western Mutual Benefit Assn. (Communication of Offer)

Answer 8

an offer must be communicated to the designated offeree in their capacity as an offeree

Question 9

Williams v Carwardine (Communication of Offer)

Answer 9

motive does not matter, if it’s a unilateral contract and you do the act, that is the acceptance regardless

Question 10

R v Clarke (Communication of Offer)

Answer 10

One cannot accept an offer one has no knowledge about

Question 11

Dickinson v Dodds (Revocation)

Answer 11

offers can be revoked any time before their acceptance as long as the revocation is communicated (expressly or impliedly)

Question 12

Byrne v Van Tienhoven (Revocation)

Answer 12

a person who has accepted an offer not knowing to him to have been revoked, shall be in a position safely to act upon the footing that the offer and acceptance constitute a contract binding on both parties

Question 13

Errington v Errington and Woods (Revocation)

Answer 13

once part-performance begins, people must be given a reasonable time to complete

Question 14

Dawson v Helicopter Exploration Co (Revocation)

Answer 14

often the same set of facts can be characterized as bilateral or unilateral and depending on that characterization a contract may be found or not

Question 15

Livingston v Evans (Rejection)

Answer 15

counter-offers constitute rejections and inquiries do not (if you make a new proposal changing the subject matter or price = changing material terms and therefore counter-offer)

Question 16

Barrick v Clarke (Lapse of Time)

Answer 16

offers expire based on the intent (expressly or impliedly) of the offeror

Question 17

Manchester Diocesan Council of Education v Commercial and General Investments ( in notes) (Lapse of Time)

Answer 17

point is that we don’t have rules for rules sake

Question 18

Butler Machine Tool v Ex-cell-o Corp (Battle of Forms)

Answer 18

any sort of important terms (anything that effects price = important, and others) will simply not be part of the deal unless it was explicitly put to the other party

Question 19

Tywood Industries Ltd. v St. Anne-Nackawic Pulp & Paper Co. Ltd (Battle of Forms)

Answer 19

same as Butler Machine Tool case –> any sort of important terms (anything that effects price = important, and others) will simply not be part of the deal unless it was explicitly put to the other party

Question 20

Felthouse v Bindley (Silence)

Answer 20

acceptance of a bilateral contract must be a positive act; can be anything but cannot be nothing (i.e. silence)

Question 21

Saint John TugBoat Co. v Irving Refinery Ltd. (Silence)

Answer 21

if benefits are provided to you in circumstances where you know that there is an expectation of payment, and you have an opportunity to reject those and you don’t –> acquiescence is deceptive and acts as acceptance

Question 22

O’Neill v Kings County Construction (Silence)

Answer 22

you can’t like there was a contract until you have to pay

Question 23

Eliason v Henshaw (Offeror’s Control)

Answer 23

the offeror has the right to dictate the terms upon which they would receive their acceptance and unless they are complied with, they are not bound to the acceptance and there will be no contract between the parties

Question 24

Household Fire v Grant (Communication of Acceptance: Mail and Instantaneous Modes)

Answer 24

if offers and acceptance go through the post, the acceptance occurs when the letter is posted (Post-Box Rule)

Question 25

Holwell Securities v Hughes (Communication of Acceptance: Mail and Instantaneous Modes)

Answer 25

post box rule exception: if the offeror does not intend for the post-box rule to apply, it will not apply

Question 26

Eastern Power Ltd. case (Communication of Acceptance: Mail and Instantaneous Modes)

Answer 26

the post-box rule only applies to posted mail

Question 27

R v CAE industries Ltd. (Vagueness)

Answer 27

- if the court can give a reasonably definite meaning then the contract is not vague - in finding the meaning of potentially vague terms, court looks to objective intentions of the party -if the parties want it to be binding, the courts are motivated to give a reasonably definite meaning to the language

Question 28

May v Butcher v R (Incompleteness and Agreements to Agree)

Answer 28

1. an agreement between two parties to enter into an agreement in which some critical part of the contract matter is left undetermined is no contract at all 2. agreements to agree are inherently uncertain and cannot offload an essential piece of the contract to a third party

Question 29

Hillas v Arcos (Incompleteness and Agreements to Agree)

Answer 29

industry customs and implied common sense can resolve the uncertainty in contracts that appear to be uncertain

Question 30

Foley v Classique Coaches Ltd (Incompleteness and Agreements to Agree)

Answer 30

agreements to agree regarding price will not be uncertain if the price can be based upon a market standard

Question 31

Bhasin v Hrynew (Agreements to Negotiate)

Answer 31

general duty of good faith exists in the performance of all contracts

Question 32

Empress v Bank of Nova Scotia (Agreements to Negotiate)

Answer 32

if you have an implied duty to negotiate based on an agreement to agree = must negotiate in good faith (you don't have to agree you just have to be reasonable)

Question 33

Mannpar Enterprises Ltd. v Canada (Agreements to Negotiate)

Answer 33

if you have an agreement to agree clause whether enforceable or not, it will carry with it an implied obligation to negotiate in good faith if the parties mutually intended to negotiate in good faith/under good faith obligation, and if there is a market standard to which to negotiate in good faith against

Question 34

Bawitko Investments Ltd. Kernals Popcorn Ltd (Anticipation of Formalization)

Answer 34

we can contract now to contract later if you satisfy all the requirements of anticipation of formalization. Contracting now on all terms, but not binding until later, obligation then to go to lawyers to sign later (not agreement to agree b/c a; essential terms = agreed on)

Question 35

Royal Bank v Kiska (Contracts under Seal)

Answer 35

a gummed wafer is the only method through which one can affix a seal

Question 36

Balfour v Balfour (Intention to Create Legal Obligation)

Answer 36

agreements arising in social and familial contexts are presumed not to be enforceable

Question 37

Rose and Frank v JR Crompton Bros. (Intention to Create Legal Obligation)

Answer 37

if the parties are in a commercial context, there is a presumption that is is enforceable and it is on the party to show that it wasn't

Question 38

TD bank v Leigh Instruments Ltd. (Intention to Create Legal Obligation)

Answer 38

thing are only binding if the parties intended them to be binding

Question 39

Canadian Taxpayers Federation v Ontario (Minister of Finance) (Intention to Create Legal Obligation)

Answer 39

election promises do not amount to an offer to contract and do not create legally enforceable rights

Question 40

Thomas v Thomas (Nature of Consideration)

Answer 40

both parties must furnish consideration for the contract to be binding

Question 41

Governors of Dalhousie College at Halifax v the Estate of Arthur Boutilier (Nature of Consideration)

Answer 41

there must be mutual consideration to be a binding contract and the promises must be in relation to each other

Question 42

Eastwood v Kenyon (Past Consideration)

Answer 42

past consideration (act predates the promise) is no consideration

Question 43

Lampleigh v Brathwait (Past Consideration)

Answer 43

generally past consideration is no consideration but if the past act was done at the other party's request and the parties understood at the time of the request there would be compensation then there would be a legally enforceable contract

Question 44

DCB and Harold J Arkin v Zellers Inc. (Forbearance of Suit)

Answer 44

promising not to sue in an invalid claim can still be valuable consideration if you satisfy this criteria: have to believe it's valid and belief has to be reasonable. There has to have been serious intent to pursue the suit at one point

Question 45

Pao On v Lau You Long (3-party pre-existing duty case)

Answer 45

promises regarding a pre-existing duty will count as valuable consideration if promising the exact same to a different person/company

Question 46

Stilk v Myrick (Pre-existing Duties)

Answer 46

consideration must be fresh and the performance of pre-existing duties does not qualify as you are already required to do them, otherwise the promise is gratuitous and can be revoked

Question 47

Gilbert Steel v University Construction Ltd. (Pre-existing Duties)

Answer 47

modifications are not binding unless it is in written from stating that the original agreement is being rescinded, they also need fresh consideration

Question 48

Williams v Roffey Bros. (Pre-existing Duties)

Answer 48

absent fraud or economic duress, a variation of a contract will be enforceable provided that the promisor receives some practical benefit as consideration for the variation

Question 49

Greater Fredericton Airport Authority Inc. Nav Canada (Pre-existing Duties)

Answer 49

a post contractual modification may be enforceable so long as it is established that the variation was not procured under economic stress

Question 50

Rosas v Toca (Pre-existing Duties)

Answer 50

as long as there is no duress, variations of contractual terms should be enforceable w/o fresh consideration

Question 51

Foakes v Beer (Accord and Satisfaction)

Answer 51

payment of a lesser sum cannot be satisfaction of a greater sum, and agreements where one party agrees to accept less money than what is owed are not binding

Question 52

Re Selectmove (Accord and Satisfaction)

Answer 52

agreements where one party agrees to accept less money than what is owed are not binding

Question 53

Foot v Rawlings (Accord and Satisfaction)

Answer 53

- payment of a lesser sum before the due date of payment, or payment of a lesser sum at a different place on the due date, will also constitute good consideration

Question 54

Process Automation Inc. v Norstream Intertec Inc. & Arroyave (Accord and Satisfaction)

Answer 54

must be a genuine agreement to accept less in satisfaction of more, legislation doesn't count if there's duress, etc.

Question 55

Hughes v Metropolitan Railway Company (Promissory Estoppel)

Answer 55

if a promise is implied in negotiations and one party relies on that promise, then it is inequitable to allow the other party to act as though the promise does not exist

Question 56

Central London Property v High Trees House (Promissory Estoppel)

Answer 56

gratuitous promises = binding if the 4 elements of promissory estoppel are established 1. pre-existing contract 2. must be clear representation by one party to the other and that the party making the representation must have a serious intent to be bound by what they are saying 3. other party must rely on the representation 4. it would not be fair all things considered for the party to take back the promise and go back to the underlying right

Question 57

Collier v P&MJ Wright (Holdings) Ltd. (Promissory Estoppel)

Answer 57

point of this case is just to say the effect of promissory estoppel now is to modify the law in Foakes v Beer

Question 58

John Burrows v Subsurface Surveys (Promissory Estoppel)

Answer 58

representations must be clear, can be implied, but must be careful to characterize the intentions

Question 59

D&C Builders v Rees (Promissory Estoppel)

Answer 59

No person can insist on a settlement procured by intimidation

Question 60

SK River Bungalows Ltd. v Maritime Life Assurance Co. (in notes) (Promissory Estoppel)

Answer 60

can you take back the gratuitous promise and prevent estoppel from arising? yes, if you give clear notice that you're taking it back if estoppel arises, can you take it back? before they rely on it

Question 61

WJ Alan & Co. v El Nasr Export and Import Co. (promissory estoppel)

Answer 61

to do w/ 3rd element and prejudice under 4th element detrimental reliance = not really accurate, rather just reliance

Question 62

The Post Chaser (Promissory Estoppel)

Answer 62

reliance is necessary and under the fourth element = question of prejudice

Question 63

Trial Lawyers Assn. of BC v. Royal & Sun Alliance Insurance Company of Canada (Promissory Estoppel)

Answer 63

authorities that do not require detriment in reliance, on the hand, others denying estoppel where there wasn't detriment, relying on Hughes where there was clearly detriment In Canada, they say you need prejudice, detriment, or inequity, etc.

Question 64

Combe v Combe (Promissory Estoppel)

Answer 64

estoppel can only be used as a defense (shield)

Question 65

M. (N.) v A. (T.A.) (promissory estoppel)

Answer 65

estoppel does not furnish a course of action for gratuitous promises (needs pre-existing contract)

Question 66

Tweddle v Atkinson (privity of contract)

Answer 66

a stranger to the contract--even if the benefits are to accrue to him--does not have the standing to sue

Question 67

Dunlop PneumaticTyre Co. v Selfridge & Co. Ltd (privity of contract)

Answer 67

only a person who is a party to a contract can sue on it

Question 68

Beswick v Beswick (privity of contract)

Answer 68

law does not recognize the rights of a third person to enforce a contract even if the whole point of the contract is to confer a benefit on that third party. However, a fictional finding can get around this --> named administrator of the dead party in the contract

Question 69

London Drugs Ltd. v. Kuehne & Nagel International Ltd. (privity of contract exception)

Answer 69

principled exception to the privity of contract 1. clause expressly (obvious) or impliedly (intent) extends the benefit to the third-party relying on it 2. have to be acting the course of their employment; doing the very thing contemplated under the main contract (specific)

Question 70

Edgeworth Construction Ltd. v ND Lea & Assoc. Ltd. (privity of contract exception)

Answer 70

There is a difference on the identity of interest which can change whether the conclusion decides if there is an exception to privity

Question 71

Fraser River Pile & Dredge Ltd. v Can-Dive Services (privity of contract exception)

Answer 71

Once the right crystallizes, the right can no longer be taken away