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Contract Law: Offer

Terms in this set (29)

Contract
Treitel: "a contract is an agreement giving rise to obligations which are enforced and recognised by the law"
Law of contract distinguishes between gift and bargain: the law does not enforce a gratuitous promise (exception e.g. will)
European Law Influence
EU Withdrawal Act:
This act purports all legislation that has commenced in the EU that is valid in our domestic system to remain valid.
Elements of a Contract
Offer, acceptance, consideration, intention to create legal intentions, certainty.
When one is absent, court may still enforce promise, and where all present court may not enforce.

Blue v Ashley: 'the basic requirements of a contract are, that one, the parties have reached an agreement which two, is intended to be legally binding, three is supported by consideration and four, is sufficiently certain and complete to be enforceable'
Principles
1. Freedom of Contract
Obligations arise from bottom-up, entered into voluntarily.
It is not for the court to void a contract.
Idea that nobody would enter a contract without intention to benefit from it - so assumed that agreement would be beneficial for all parties.
Principles
2. Sanctity of Contract
(laissez-faire)
Law and court reluctant to undo a bargain to allow people to escape performance of obligations they've taken on.
Types of Contract
Private: where neither party makes the contract in the course of their business.

Consumer: where one party makes the contract in their course of business with another party who is not.

Commercial: both parties makes contract in course of their business.

Formal: one written and sealed.
Forms of Contract
Unilateral
Only one person (offeror) is promising something in exchange for the performance of a requested act, when performed this is when offeror becomes contractually bound - the performance constitutes acceptance.
Only one person is promising to bind themselves.
Forms of Contract
Bilateral
Most common type.
There is an exchange of promises where both parties are agreeing - there are two promises.
Formation of Contract
Triettel: "broadly speaking, an agreement is made when one party accepts an offer made by the other, this agreement must be certain and final, for a contract to be formed, there must be what the law calls a meeting of minds, consensus ad idem".

Judge Ferris: "if the parties reach accord by means of offer and acceptance, then they should be contractually bound (...) unless there were conditions that would prevent that"

New Zealand Shipping Co v Sattertwaite 1975: contrasts this; "English law, having committed itself to a rather technical and schematic doctrine of contract in application takes a practical approach, often at the cost of forcing the facts to fit uneasily into the marked slots of offer and acceptance"
Objective Test
Court takes an objective approach to determine if there has been a meeting of minds/consensus ad idem.
They look at what the parties actually said/did and not what they thought/meant.
Objective Test
Smith (p) v Hughes (d) 1871

Facts: S offered sell oats to H, H agreed, when delivered refused to pay or accept further deliveries because agreed buy old oats, was sent green oats. H said only intended buy old, S said couldn't possibly intend to send old oats because only ever sells green oats.
Objective test used here: court said S offered to sell oats, H accepted to buy oats so there was a meeting of minds regardless of type of oats eat party intended to contract on.

J.Blackburn: "if whatever a man's real intention may be, he so conducts himself that a reasonable man would believe that he was asserting to the terms proposed by the other party, and the other party upon that belief enters into a contract with him, the man thus conducting himself would be equally bound as if he had intended to agree to the other parties terms'"
Objective Test
Moran v University College of Salford

Facts: M applied to UCS, technical error meant was sent unconditional offer, S accepted in way requested, UCS wanted withdraw as never intended to make offer, because there was offer and acceptance it meant they had entered contract.
COA: the offer made, despite technical error, was capable and had been accepted = binding agreement.

Similar approach in Storer v Manchester City Council: L.Denning; "in contracts, you do not look at the actual intent of a man's mind, you look at what he said and did, a contract is formed when there is, to all outward appearances a contract, so if it looks like a contract, it is a contract".
Offer
First element needed.
Treitel: "An offer is an expression of willingness to contract on certain terms, made with the intention that it shall become binding as soon as it is accepted by the person to whom it is addressed"
Invitation to Treat
An invitation to enter into negotiations with a view to creating an offer - it distinguishes between advertisements and formal contract offers.

Andrew Burrow's def: 'an expression of willingness to negotiate. A person making an invitation to treat does not intend to be bound as soon as it is accepted by the person to whom the statement is addressed'.
Carlill (pl) v Carbolic Smoke Ball Co (def) 1892
Unilateral

Facts: CSB advertised product; said any person who purchased/used/followed instructions but still got influenza, entitled to £100 reward, demonstrated sincerity with £1000 in bank account to act as reward.
C purchased/used/got influenza, tried claim £100. CBS said; couldn't be bound by the advert because was invitation to treat, not offer, advert was mere 'puff', lacked true intent, an offer couldn't be made to the world, claimant gave no acceptance or consideration.
Issue: whether advert was an offer or invitation to treat - were the terms mere 'puff'.

Judgement:by nature of the offer, the request for the performance of the act and the successful performance constitutes to acceptance - where you require performance, you implicitly waive the need for acceptance to be given to you. Court argued that there was an enforceable, contractable agreement making them contractually bound.
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