Offer and acceptance Flashcards
Courts will look for the moment of the agreement through their correspondence
(Gibson v Manchester CC[1979]).
Unilateral contracts
a promise for an act, only one person is bound (GN Ry v Witham (1873)).
Offers can be agreed through conduct
i.e. entering a bus (WIlkie v London Passenger Transport [1947] or a race (The Satanita [1897]).
The offer
Offers made are binding on acceptance even with mistake (Centrovincial v Merchant Investors [1983]).
Advertisements
Advertisements are invitations to treat and not contracts (Partridge v Crittenden [1968]). Displays of prices are invitations to treat (Timothy v Simpson (1834)). Unless advert says the goods will be sold to he who pays the price (Warwickshire CC v Johnson [1993]).
Display of goods in machine
Display of goods in machine is an offer (Thornton v Shoe Lane [1971]).
Invitations to tender
Invitations to tender are not offers unless they state the highest/lowest tender will be accepted (Harvela v Royal Trust [1986]).
Auctions
Auctions ‘without reserve’ are offers for the highest bidder (Warlow v Harrison (1859) and Barry v Davies [2000]). Offers can be retracted before fall of the hammer (SoGA s57).
General offers
In general offers obligation only arises upon completion of the act (NZ Shipping v Satterthwaite [1975]) and the earliest will be rewarded (Lancaster v Walsh (1838)).
Acceptance in ignorance?
There can be no acceptance in ignorance of an offer (Taylor v Allon [1966])
Cross offers
cross offers cancel each other out (Tinn v Hoffman (1873)).
Rendering of services as offer
Rendering of services must be made beforehand or offeree not liable to pay (Taylor v Laird (1856)).
The acceptance
Offer and acceptance must correspond (mirror image rule). Can be done by words or conduct (Brogden v Met Ry (1877)).
Counter offer
A counter offer is a rejection (Hyde v Wrench (1840)). Changing the terms is a counter offer (Jones v Daniel [1894]). A mere inquiry into the terms is not a coutner offer (Jacques and Co v McLean (1880)).
Terms of the acceptance
The acceptance must be unequivocal and silence is insufficient (Brogden v Met Ry). It must be communicated to offeror (Carlill). This can be waivered (Carlill). Acceptace can be deemed by proved intention (Felthouse v Brindley (1862)).
Postal acceptance rule
The postal acceptance rule is an exception where acceptance is deemed when the letter is posted (Adams v Lindsell (1818)). The offeror bears the risk of the letter beign lost or delayed. If an acceptance is done for a reason other than the offer, then the reward goes to them (Williams v Carwardine (1833).
Revoking an offer
Offers can be revoked but only before acceptance (GN Ry v Witham (1873)). Unilateral contracts are irrevocable after performance has begun (Errington v Errington [1952]). Revocation must be communicated (Byrne v Van Tienhoven (1880)). A revocation will be deemed communicated when in the ordinary course of business it should have been brought to the offeree’s intention (The Brimnes [1975]) although this does not count near or after close of working day (Brinkibon [1983]). Revocations can come through the wind (Dickinson v Dodds (1876)).
Lapse in time
An offer can lapse in time if so expressed in the offer (Dickinson v Dodds (1876)). The courts decide what the effluxion of a reasonable time amounts to (Ramsgate Hotel v Montefiore (1866)).
Death of offeror/offeree
Death of an offeror or offeree terminates a contract. representatives of an offeree’s estate cannot accept a contract (Re Cheshire Banking (1886)).
Certainty of terms
All terms must be agreed to & certain or else the contract may be null (Foley v Classique [1934]).
All terms must be clear and certain (Bishop & Baxter v Anglo Eastern Trading [1944] and Scammell v Ouston [1941]). The courts put a fair construction on the terms of the contract (Hillas v Arcos [1932]). The courts can strike out meaningless terms and give effect to the rest (Nicolene v Simmonds [1953]).
Incomplete agreements
With incomplete agreements a revival of negotiations can occur with consent of both parties (Perry v Suffields [1916]).
Letters of intent
Letters of intent have no contractual effect (Kleinwort Bensn v Malaysia Mining Corp [1989]).
Intention to create legal relations
A requirement for a contract which outrules the creation of contracts in family or friend settings.
Not purporting to have contractual effects
A statement made in the course of conversation will not be binding notwithstanding the action upon it (Weeks v Tybald (1605)).
Social and family arrangements
Social engagement promises cannot have contractual effect (Coward v Motor Insurers Bureau [1963]). Family arrangements likewise (Balfour v Balfour [1919]). Can only be rebutted by inference from language (Parker v Clark [1960]).
In a commercial context
In a commercial context, onus on party to prove that agreement had no intention for legal relations is a heavy burden (Edwards v Skyways [1964]). It is subject to a reasonable person test (British Airways Board v Taylor [1976]).
