Case Sentences Flashcards
Pharmacutical Society GB v Boots [1952] 2 QB 795
Poisonous Pharmaceuticals
The act of selecting and taking goods to the till was not part of the sale, such that the display of goods (or more generally an advertisement) does not constitute an offer, but an invitation to treat.
CA
Harvey v Facey [1893] AC 552
2-face Facey
Facey’s statement of “lowest price for Bumper Hall pen £900” was not an offer to sell and contained no implied contract to sell at £900, but was merely an invitation to treat meaning that Harvey’s reply that he agreed to buy for £900 was an outstanding offer still required to be accepted by Facey. PC
Gibson v Manchester City Council [1979] 1 WLR 294,
Changing Council
A letter to a resident containing a statement by the former labour council that they “may be prepared to sell the house at £X” was not an offer to sell and therefore not binding on the new conservative council. HL
Spencer v Harding (1870) LR 5 CP 561, Court of Common Pleas
Tender Spencer
The court dismissed the claimants case and held that the defendant’s invitation to tender was not an offer to sell to the highest bidder but instead an invitation to treat, and correspondingly a tender is not the acceptance of an of offer but the making of an offer.
Harvela Investments Ltd v Royal Trust Company of Canada (CI) Ltd [1986] AC 207, House of Lords
Royal Sir
Royal Trust Co., by expressly stating that ‘we bind ourselves to accept the highest offer’ had, in their invitation to tender, made a binding offer (in contrast to the general rule of invitation to treat established in Spencer v. Harding); such that they had to accept Harvela’s validly higher offer as opposed to Sir Leonard’s invalid ‘referential bid’.
Felthouse v Bindley (1862) 11 CB (NS) 869, Court of Common Pleas
The nephew’s silence did not constitute acceptance of the Uncle’s offer to buy the horse, which meant that the Uncle’s claim in the tort of conversion against the auctioneer failed.
Holwell Securities Ltd v Hughes [1974] 1 WLR 155,
Postal Insecurities
The defendant’s express wording that the offfer be accepted by “notice in writing to the vendor” displaced the postal rule; therefore because the claimant’s notice of acceptance had been lost in the post there was no binding contract.
CA
Byrne & Co v Van Tienhoven & Co (1880) 5 CPD 344, Common Pleas Division
Revocation Tienhoven
The postal rule does not apply to a revocation of an offer meaning the defendants could not deny contractual liability; since although they had posted a revocation on October 8th, this revocation was only recived on October 20th, by which time the claimants had already accepted the offer by telegram on October 11th.
Entores Ltd v Miles Far East Corporation [1955] 2 QB 327,
Telex Entores
The general rule concering ‘instant communication’ is that acceptance must be received by the offeror; therefore the contract is made where and when the acceptance was received (in this case London).
CA
British Steel Corporation v Cleveland Bridge and Engineering Co Ltd [1984] 1 All ER 504, Queen’s Bench Division
Quantum Steel
A letter of intent from CBE (defendants) to BSC (claimants) did not produce a legally binding contract; since there was no conlcuded contract CBE were not entitled to damages for late delivery, and BSC were entitled to a restitutionary claim for the quantum meruit.
RTS Flexible Systems Ltd v Molkerei Alois Muller GMBH & Co KG [2010] UKSC 14, [2010] 1 WLR 753,
Muller Yoghurts Essential terms
Although there was no formal contract, Muller and RTS did reach a legally binding agreement based on the LOI since it contained agreement on ‘essential terms’; and this agreement was not subject to contract.
UKSC
Carlill v Carbolic Smoke Ball Company [1893] 1 QB 256
An advertisement by the Carolic Smoke Ball company offering £100 to whoever ued thier product and contracted influenza was treated as an offer, and thus binding on the company.
CA
Household Fire and Carriage Accident Insurance Co Ltd v Grant (1879) 4 Ex D 216,
Household (Postal) Rule
The claimant’s letter of acceptance to the defendant’s offer to buy shares was lost in the post and never arrived, however Thesiger LJ held that acceptance by post is effective when sent, and therefore there was a binding contract.
CA
Stilk v Myrick (1809) 2 Camp 317, King’s Bench
The captain’s (defendant) promise of extra wages to the crew (claimant) if they completed the voyage was not contractually binding - because the crew had not provided good consideration by performing (or promising to perform) what they were already contractually bound to do.
Rock Advertising Limited v MWB Business Exchange Centres Limited [2018] UKSC 24,
A No Oral Modififaciation (NOM) clause in a contract, invalidated a subsequent oral agreement to vary the contract.
UKSC
Foakes v Beer (1884) 9 App Cas 605
It was held that Dr Foakes’ part-payment of his debt to Mrs Beer, for her promise to accept less debt than she was contractually owed, was not good consideration; payment of a smaller sum in satifaction of a larger is not good consideratino for a discharge of debt.
HL
Pao On v Lau Yiu Long [1980] AC 614, Privy Council
Indemnity Pao
Pao had agreed to retain shares in Lau’s company for a year, and Lau promised to indemnify Pao against a loss in share price. However when the price dropped lau refused to pay on the basis that Pao had not give any good consideration for the promise to indemnify.
PC held that despite being in the past Pao’s consideration (a promise to retain the shares) was still good because it had been given at the promisors’ (Lau’s) request. Also held that even though Pao were under a pre-existing contractual duty to Lau’s company (Fu-Chip) to retain the shares, this was still good consideration since Lau ‘obtain[ed] the benefit of a direct obligation’.
Therefore past consideration can be good consideration, and a promise to perform a pre-existing contractual to a third party can be good consideration (n.b. promise to perform what one is already bound to under a contract with the intial promisor is not good consideration unless it conveys a practical benefit - William v Roffey Bros, Stilk v Myrick, Foakes v Beer)
Combe v Combe [1951] 2 KB 215
Combe (cause) of action
A wife had provided no consideration for her husbands promise to pay her £100 p/a on divorce, and although she had arguably relied on this promise, she could not use the principle of PE to sue on the promise, since PE does not create a cause of action.
CA
Amalgamated Investment & Property Co Ltd v Texas Commerce International Bank Ltd [1982] QB 84
AIP Conventional
Since all the parties had acted upon the agreed assumption that AIP was liable for the loan, AIP were estopped by convention from denying that they were bound to discharge the debt.
CA
Crabb v Arun District Council [1976] Ch 179
While promissory estoppel cannot create a cause of action, proprietary estoppel can; therefore Mr Crabb who had reasonably relied on the council’s (implied) promise to give his land a right of access, was entitled to that right of acess, and to a R.O.W over the council’s adjoining land,
CA
Hongkong Fir Shipping Co Ltd v Kawasaki Kisen Kaisha Ltd [1962] 2 QB 26
Seaworthy Shipping Hong Kong Co
Although the charterparty (defendants) had breached their obligation to provide a ‘seaworthy’ vessel, this obligation was treated as an innominate term, breach of which in this instance did not deprive the shipowners (claimants) of substantially the whole benefit of the contract; therefore the shipwoners were only enetitled to damages and not to a repudiatory breach.
CA
Waltons Stores (Interstate) Ltd v Maher (1988) 164 CLR 387
Rogue Australian Stores
The Walton’s induced the Mahers to detrimentally rely on the expected completion of a contract; such that when contract negotiations broke down, the Mahers were able to use promissory estoppel as a cause of action and receive damages in lieu of specific performance.
High Court of Australia
Blackpool and Fylde Aeroclub Ltd v Blackpool Borough Council [1990] 1 WLR 1195
Aeroclub Tender
The council’s ‘invitation to tender’ contained an implied, albeit limited offer, to consider all timely bids, therefore the council were in breach of contract for not considering Blackpool Aeroclub’s bid.
CA
Central London Property Trust Ltd v High Trees House Ltd [1947] 1 KB 130, King’s Bench Division
Smoke trees
Despite the absence of consideration, the landlord would have been estopped from claiming additional arrears and resiling on his promise to reduce the rent payable by the tenant letting company during war-time years.
L Schuler AG v Wickman Machine Tool Sales Ltd [1974] AC 235
Semantic Schuler
Wickman breached a term of their contract with Schuler which was labeled a condition, however the HL held that this label was not conclusive, and that on the facts of this case the term was not a condition, and therefore Schuler were not entitled to terminate the contract without notice.
HL
Bunge Corporation v Tradax Export SA [1981] 1 WLR 711
Bungled Contract
A clause which required the buyer to ‘give at least 15 consecutive days’ notice’ to the seller for the purchase and loading of soya beans was a condition; because (1) it was a time clause, and (2) it was also an enabling term.
HL
Ruxley Electronics and Construction Ltd v Forsyth [1996] AC 344
Ruxley Pool
Despite the fact that the claimants had breached the contract by not building the defendant’s pool to the specified depth, the defendant was not entitled to cost of cure damages (since the cure was neither reasonable nor intended), but only nominal dmaages for loss of amenity.
HL
Victoria Laundry (Windsor) Ltd v Newman Industries Ltd [1949] 2 KB 528
Loss of Laundry Profits
The claimant launderers/dyers were entiled to their ordinary (new customer they would have been able to take on) but not exceptional (dyeing contract with the MOD) loss of profits, since the former was reasonably foreseeable, but the latter was not.
CA
Hadley v Baxendale (1854) 9 Exch 341, Court of Exchequer
The loss of a profit suffered by the mill-owner due to a delay in a delivery of a crankshaft was too remote from the breach of contract to entitle the mill-owner to damages; since such damages did not arise ‘naturally from the breach itself’, nor were the in the ‘reasonable contemplation of the parties at the time of contracting’.
Anglia TV v Reed [1972] 1 QB 60
Wasted TV
Robert Reed was under contract to appear in a TV show, however he subsequently repudiated and the court held that Anglia TV were entitled to damages for wasted expenditure (including expenditure incurred before the contract), however they were not entitled to damages for expexcted loss of profits from the TV show since it was impossible to prove the expected profit.
CA
The Heron II [1969] 1 AC 350
Heron in a huff - sugar puff
The loss of profit due to the late arrival of ship carrying sugar entitled the claimant to damages for loss of profit caused by market fluctuations in the price of sugar; such losses ought to have been reasonably contemplated as a serious possibility.
HL
Parsons (Livestock) Ltd v Uttley Ingham & Co Ltd [1978] QB 791
Parsons Pigs
The death of the farmer’s pigs, due to the defendants faulty ventilator on a hopper they installed on the farm, was not too remote to be actionable; it was enough that the defendants should have reasonably contemplated detriment to the pigs flowing from their breach (it is the type of loss not the actual loss that ought to be reasonably contemplated).
CA
Omak Maritime Ltd v Mamola Challenger Shipping Co, The Mamola Challenger [2010] EWHC 2026 (Comm), [2011] 1 Lloyd’s Rep 47
Omak loss
The owners of a ship were not entitled to reliance loss as seperate from expectation loss; therefore when the charterers repudiated the contract and the owners were able to re-charter the ship thus entirely mitigating the loss of hire, they could not claim damages for the expenses they had occured preparing to perform the original charterparty.
Morris-Garner v One Step (Support) Ltd [2018] UKSC 20, [2018] 2 WLR 1353
Morris Garner Negotiation
The defendnats, on leaving a company, agreed to not to set up a competing business, however they broke this contract; the claimants sought negotation damages - however the UKSC, overturning the judge at first instance and the CofA, heldthat the assessment of damages should be the claimants loss of profit since the loss was purely economic (not proprietary).
UKSC
Williams v Roffey Bros & Nicholls (Contractors) Ltd [1991] 1 QB 1
Broke Bill
The claimant carpenters had provided good consideration for the promise of extra money by the contractor in return for a promise to perform a pre-existing contractual duty, becuase the contractors had received a practical benefit as result.
CA
White and Carter (Councils) Ltd v McGregor [1962] AC 413
Wiley White
A garage business, after agreeing to advertise on the claimant’s bins, repudiated the contract; however the claimants were entitled to refuse the repudiation and perform the contract for the agreed sum instead of accepting damages.
HL
Co-operative Insurance Society Ltd v Argyll Stores (Holdings) Ltd [1998] AC 1
Keep the Co-op Open
The owners of a shopping centre were unable to compel Specific performance by forcing the supermarket to stay open; because (1) it would require constant supervision, and (2) the clause was not specific enough to draw up a court order with sufficient precision.
HL
Lumley v Wagner (1852) 1 De GM & G 604, Lord Chancellor’s Court
Lullaby Lumley
Mlle Wagner, having intially agreed to sing only for Mr Lumley, subsequently agreeed to also sing for a rival proprietor; however Mr Lumley was able to obtain an injunction restraining Mlle Wagner from singing anywhere bar his theatre for the rest of her contract.
Beswick v Beswick [1968] AC 58
The Third Beswick
Mrs Beswick was prevented from suing her late husband’s nephew for performance of a conract between her husband and the nephew in her personal capacity as a third party beneificiary to the contract, however she could, in her capacity as adminstratix of her husband’s estate, claim an order for Specific Performance and thus compel performance, despite the fact that such an order was technically for the benefit of her as a third party.
HL
Robinson v Harman (1848) 1 Exch 850, Court of Exchequer
Robinson Rule
Parke B: The rule of the common law is, that where a party sustains a loss by reason of a breach of contract, he is, so far as money can do it, to be placed in the same situation, with respect to damages as if the contract had been performed.
Therefore the claimant was awarded £200 for the loss of his bargain to lease a house from the defendant, and not merely nominal damages of £20.
