Offer & Acceptance Flashcards
Advert is invitation to treat, not offer
Partirdge v Crittenden
Display/advert nay be an offer
Chapelton v Barry UDC
Advert can be offer of unilateral contract
Carlill v Carbolic Smoke Ball
Rules of offer an acceptable applied with caution to land
Harvey v Facey and Gibson v Manchester CC
Auction advert is unilateral offer, highest bid is acceptance
Warlow v Harrison, confirmed by Barry v Davies
For policy reasons, no contract if advertised goods are withdrawn from auction
Harris v Nickerson
Invitation to tender, without statement that highest bid will be accepted, not an offer.
Spencer v Harding
If statement that highest bid will be accepted, invitation to tender will be unilateral offer, and fixed price bid highest offer. Referential bid invalid
Harvela Investments v Royal Trust of Canada
Invitation to submit tender an offer of unilateral contract, duty to consider all tenders submitted before the deadline
Blackpool and Fylde Aeroclub v Blackpool BC
Original offer is terminated by counter offer
Hyde v Wrench
Request for more details not a counter offer
Stevenson, Jaques and Co v McLean
Last shot in battle of the forms wins
Brogen v Metropolitan Railway, BRS v Arthur Crutchley
Last shot can defeat common intention for whose terms govern
Tekdata Interconnections v Amphenol
Offer can be withdrawn as long as it is not accepted
Routledge v Grant
Offer cannot be withdrawn if offeree has offer has been converted into an option
Mountford v Scott
Withdrawal of offer must be communicated
Byrne and Co v Van Tienhoven
Offer can be withdrawn, even if communicated by third party
Dickinson v Dodds
Withdrawal of unilateral offer does not require everyone to be made aware of withdrawal
Shuey v United States
Offer may lapse because of time
Ramsgate Victoria Hotel v Montefiore
Acceptor must know what offer is for acceptance
Williams v Carwardine, but can be acceptance if intial ignorance per Gibbons v Proctor
Identical cross offers are not acceptance
Tinn v Hoffman
Strict rule: Acceptance of unilateral contract only when condition is fully performed
Luxor v Cooper
Part performance can amount to acceptance of unilateral contract
Errington v Errington
Implied obligation of offeror not to prevent condition from being satisfied, once offeree has embarked on performance, too late for unilateral offer to be revoked
Daulia v Four Milbank Nominees, per Goff LJ
Acceptance of unilateral contract by conduct
Carlill v Carbolic Smokeball Co
Placing order on terms of counter offer is acceptance by conduct
Brogden v Metropolitan Railway Co
Acting on letter suggesting that contract will be agreed not acceptance by conduct
British Steel Co v Cleveland Bridge and Engineering Co
Silence does not amount to acceptance
The Leonidas D
Silence can be acceptance in some circumstances (silence to repudiation)
Vitol SA v Norelf
Silence may be acceptance if offeree suggests that, if he does not indicate to the contrary, he has accepted
Re Selectmove
Silence can be acceptance if acceptance is unnecessary (creation of bonus pool by bank)
Dresdner Kleinworth v Attrill
If offeror states method of acceptance, will be bound by that condition
Manchester Diocesan Council for Education v Commercial and General Investments
If normal method of acceptance achieves it in way that is equal to or better than specified mode, it is valid
Elliason v Henshaw
Postal Rule
Dunlop v Higgins
Posted letter takes effect even if not received
Household Fire Insurance Co v Grant
Postal acceptance takes effect if posted before withdrawal received
Henthorn v Fraser
Acceptance by “notice in writing” means it must be communicated to offeror, not just posted
Holwell Securities v Hughes
Postal rule does not apply when its “application would produce manifest inconvenience or absurdity”
Lauton LJ, Holwell Securities v Hughes
Postal rule does not apply if acceptance is misdirected
LJ Korbetis v Transgrain Shipping BV
Offeree must receive revocation by post
Byrne and Co v Van Tienhoven
For non-postal communication, acceptance when it is received
Entores v Miles Far East Corporation - (telex sent from Holland to London)
Communication received within office hours counts as acceptance
The Brimnes
Lord Denning’s examples of acceptance
Entores v Miles Far East Corporation
If it is the fault of the offeror that acceptance is not received, the communication may still be valid.
Brinkibon v Stahag Stahl
Email not subject to postal rule
Greenclose v National Westminster Bank
Incomplete agreement, or failure to fulfill a condition, means contract is not binding until completed
Winn v Bull
Presumption that deferred agreements postpone binding legal relations until conclusion of contract
Chillingworth v Esche
A “provisional” agreement can be binding
Branca v Cabarro
Presumption of incompleteness can be rebutted by exceptional facts
Alpenstow v Regalian Properties
Pre-emptive agreements are not binding (uncertain)
Watford v Miles
Vague agreements not binding
Scammell and Nephew v Outson
Courts strive to cure vagueness and uncertainty (i.e. Price)
Foley v Classique Coaches
Limit to how far courts will cure vagueness, example of price
May and Butcher v the King
Meaningless expressions can be cut from contract
Nicolene v Simmonds
Presumption in social or domestic agreements against intention to create legal relations
Balfour v Balfour
Dissenting dicta that spouses can have intention to create legal relations
Pettit v Pettit, per Lord Diplock
Husband and wife not living in amity can result in legal relations
Merritt v Merritt
Presumption in commercial agreement of intention to create legal relations
Edmonds v Lawson
Express stipulation to contrary can defeat presumption of creation of legal relations in commercial agreement
Rose and Frank Co v Crompton and Brothers
