1
Q
Adams v Lindsdell
A
- Acceptance of offer to buy wool posted by offeree but delayed in reaching offeror
- In the interim the offeror assumed the buyer was not interested and had sold the goods to someone else
- Established the “postal rule” - acceptance by post occurs at moment at posting, not moment of receipt
2
Q
Carlill v Carbolic Smoke Ball
A
- Ad can be unilateral offer when prescribes act which can be accepted simply by performance of specified act
3
Q
Entores
A
- London-based company made offer by telex to buy goods from company with agents based in Amsterdam, offer accepted by telex… when dispute arose, relevant to determine where contract concluded.
1. For instantaneous communications (i.e. where postal rule is irrelevant, acceptance occurs when communication is received
2. if offeree is aware acceptance has not been received, it is their responsibility to resend it. If they are not aware and the offeror does not request it again, the offeror is deemed responsible.
4
Q
Gibson v Manchester City Council
A
- “May be prepared to sell” = not considered clear enough to constitute offer
- Offer must be clear and certain and must evidence an intention to enter into legal relations
5
Q
Holwell Securities v Hughes
A
- Letter exercising option to buy house was lost in post. Claimant attempted to argue it had been validly delivered under postal rule.
Postal rule will not apply if:
1. the offer states the acceptance must “reach me” or something similar
2. the application of the postal rule would cause “manifest inconvenience or absurdity”
6
Q
Hyde v Wrench
A
- Offer made to sell farm, claimant made lower counter-offer which was rejected. Claimant then purported to accept original offer but it was not open for him to do so.
1. Counter-offer extinguishes original offer.
2. Acceptance must be mirror image of original offer.
7
Q
Partridge v Crittenden
A
- Man placed ad offering wild birds for sale. It was an offence to do so, his conviction was quashed on basis it was an invitation to treat.
- An advert will generally be an invitation to treat not an offer.
8
Q
Storer v Manchester City Council
A
- Sale of premises to a sitting tenant had been agreed by old City Council, incoming Council tried to claim contract had not ben created. However, “I will send you agreement signed on behalf of council” = clear offer which had been accepted.
- Offer must be clear and certain and must evidence intention to enter into legal relations.
- Will be judged objectively: by words, cconduct on objective basis.
9
Q
Tinn v Hoffman
A
- Both parties purported to make contract offers to each other on same terms. Did not create contract, there was an obiter comment on stipulated acceptance by return post.
- Any equally advantageous method of acceptance is valid, unless it has been explicitly excluded.
10
Q
Barry Davies v Ball
A
- Auctioneer withdrew goods from auction after Barry had legitimately bid, auctioneer thought price not high enough. There had been no reserve on the items.
- Principle: where there is no reserve, highest bid at an auction creates unilateral contract between auctioneer and bidder.
11
Q
Blackpool and Flyde v Blackpool BC
A
- Response to itt for pleasure flights not considered by Council, even though they had specified all tenders would be considered.
- Principle: itt can be binding when specified language is used. Here the council were bound to consider the club’s tender.
12
Q
Blue v Ashley
A
- During course of drunken evening the claimant alleged he was offered a bonus of £15 million if the shares of Sports Direct reached a value of £8 each.
- Principle: conversation taken place but no consideration from claimant and difficult to see what actions he could personally have taken to encourage the climb in share price. Offer had not created a unilateral contract.
13
Q
Boulton v Jones
A
- Boulton new owner of shop. Jones, regular customer, saw written order to previous shop owner. Boulton sent goods to Jones, who refused to pay for them on grounds that his offer was not made to Boulton.
- Principle: acceptance can only be made by offeree
14
Q
Brinkibon v Stahag Stahl
A
- Brinkibon, in London, bought steel from Stahag, in Vienna. Brinkibon accepted Stahag’s offer by telex. When a dispute later arose, the place where the contract had been formed was an issue.
- Principle, as a general rule, contracts are formed in place where the instantaneous communication is received.
- this was subsequently confirmed in Entores
15
Q
Brogden v Met Railway
A
- Brogden had supplied Railway with coal for some time. Railway then drew up contract to continue relationship but left some parts blank, Brogden filled them in and returend contract. Met filed it unsigned.
- Principle: no formal acceptance of contract but parties acted in accordance with it for a time before dispute arose. Acceptance by conduct is possible.
16
Q
Byrne v Van Tienhoven
A
- Defendants made offer to claimants by post, claimants accepted telegram on day they received offer, 11 October. Offer had been withdrawn by defendants by letter dated 8 Oct which arrived on 20 Oct. Contract held to exist.
- Principle: where acceptance has been posted, offeror cannot revoke offer, even if they have not yet received acceptance. Postal rule applies.
17
Q
Countess of Dunmore v Alexander
A
- Alexander offered to work for Countess of Dumore, Countess wrote to Alexander accepting. Later she wrote a another letter revoking acceptance. Second letter sent by express post and arrived first.
- Principle: posted acceptance can be revoked by speedier means (NB: Scottish case and obiter principle, has not been subsequently followed).
18
Q
Dickinson v Dodds
A
- Dodds offered to sell property to Dickinson telling hm offer would be open until Friday. On Thursday Dodds accepted another offer.
- Principle: an offer can be revoked by third party on offeror’s behalf, here someone told Dickinson what happened.
19
Q
Errington v Errington and Woods
A
- Errington promised to give a house to his son, on condition his son paid monthly mortgage. Held to be a unilateral offer, could not be withdrawn before end of mortgage repayment term.
- Principle: Denning held offeree must be allowed to try complete action he has started if he would otherwise suffer inequity.
20
Q
Felthouse v Bindley
A
- Felthouse offered to buy horse, said “If I don’t hear from you by the weekend, I will consider the horse mine.”
- Principle: acceptance must be communicated, cannot be made through silence.
21
Q
Financings v Stimson
A
- Purchaser signed hire purchase agreement for car, to become binding when signed by finance company. Was a delay on second part and in meantime car was stolen and damaged.
- Principle: purchaser’s signature was offer to enter into agreement, accordingly there was no contract until signature by finance company
22
Q
Fisher v Bell
A
- Shop proprietor acquitted of offence of offering weapons for sale after advertising flick-knife in shop window.
- Principle: displaying goods for sale is an itt not an offer.
23
Q
Gertreide v Contimar
A
- An incorrectly addressed letter arrived late and missed an arbitration deadline.
- Principle: if letter containing notice of appeal is addressed incorrectly, a communication will only be made when letter arrives, not when it is posted.
24
Q
Gibson v Manchester City Council
A
- May be prepared to sell not considered clear enough to constitute offer.
- Principle: offer must be clear and certain and must evidence an intention to enter into legal relations.
25
Grainger & Son v Gough
- Wine list circulated to customers held not to be an offer. Clear merchant would have limited supplies. If this had been an offer would have been obliged to fulfil all acceptances.
- Principle: stated obiter that advert by manufacturer who had unlimited stock could be avert that constituted an offer, rather than itt.
26
Great Northern Railway v WItham
- Defendant won tender to supply goods to claimant. Claimant delayed for long period of time without ordering and when order placed defendant refused to supply.
- Principle: revocation of unilateral offer can be made at any time before performance is completed "walking to York, reach York."
27
Harvela Investments V Royal Trust of Canada
- Tender awarded to a bid which offered to pay higher of 2.1 million or 101,000 higher than highest offer. Harvela, who would have been the highest offeror if the "referential bid" (bid set by reference to highest other price, not stand-alone) was ignored.
- Principle: HoL reversed CoA's judgement and held referential bids cannot form basis of valid offer.
28
Harvey v Facey
- Claimant telegrammed defendant asking if he would sell property and asked what lowest price would be. Defendant named price but did not express willingness to sell. Claimant purported to accept price and asserted contract.
- Principle: no contract because defendant had not expressly answered first question about whether he would sell.
29
Henthorn v Fraser
- Offer to sell property handed over in person. Offeror withdrew it by post next day, but rejection did not arrive until late in day. In meantime, offeree had accepted offer by post, although offeror only read letter next day. Valid contract found, it was reasonable to accept by post.
- Principle: postal rule can be ousted in particular circumstances. A postal acceptance will not be valid at time of posting if it would be unreasonable for offeror to expect acceptance by post.
30
Household Fire and Carriage Accident Insurance Co v Grant
- Grant applied to subscribe for shares in an insurer. Letter of allotment lost in post. Insurance company went into liquidation and Grant tried to argue no contract.
- Principle: acceptance by post is valid, even if actual postal delivery does not occur.
31
Lehman Brothers v Exxonmobil Financial Services
- Exxonmobil sent default notice by fax to Lehman, fax arrived just after 6pm (business had closed in London office).
- Exxonmobil successfully argued notice arrived within time; international banks operating in relevant markets usually closed offices at 7pm.
- Principle: in defining what constitutes "ordinary office hours" or "close of business", context of parties' negotiations is relevant. Here the latter term had a degree of flexibility which allowed for "commercial sense".
32
Manchester Diocesan Council v CGI
- tender process specified for sale of land. Defendants were advised that offer had been accepted but not in precise way specified. Defendants acknowledged acceptance. A contract was in place.
- Principle: where mode of acceptance is specified the requirements may be waived for an acceptable alternative.
33
Mondial Shipping v Astarte Shipping
- Dispute over whether acceptance received in office hours.
- Principle: If acceptance is received outside office hours, it counts as having been received at start of next working day.
34
Payne v Cave
- Mr Cave bid at an auction, then he changed his mind, and withdrew the bid before the auctioneer brought the hammer down.
- Principle: at an auction a bid constitutes an offer, and acceptance is made by the auctioneer using the hammer.
35
Pharmaceutical Society of GB v Boots Cash Chemists
- Unsuccessfully argued that taking products from shelf in shop was point at which sale was concluded.
- Principle: offer occurs when customer brings goods to till. Acceptance of offer occurs when cashier processes payment at till, not when customer takes goods off shelf.
36
Powell v Lee
- Powell applied for headmaster job, told had by job by member of committee who was not authorised to tell him so. Someone else was chosen, Powell sued for breach of contract.
- Principle: no contract as had been no authorised communication of intention to contract.
37
Quenerduaine v Cole
- Cole made offer by telegram (instantaneously) - in response, Quenerduaine purported to accept it by sending a letter.
- Principle: postal rule ouster - not reasonable to acccept by post when offer made by telegram. Was an implied condition that prompt acceptance was required.
38
R v Clarke
- the defendant was arrested on murder charge and gae evidence "solely to clear his name". He did not know reward was offered. No contract for recovery of it.
- Principle: acceptance must be made in response to an offer, where one was aware of offer.
39
Ramsgate Victoria Hotel v Montefiore
- Montefiore offered to buy shares in hotel company at set price but did not chase for acceptance. Nearly six months later hotel purported to accept his offer. Value of shares had fallen in interim. Montefiore had not formally revoked his offer. He refused to take shares, arguing his offer had lapsed.
- Principle: an offer can lapse through passage of time, the hotel company were unsuccessful in seeking specific performance of contract, offer had lapsed after reasonable time.
40
Re London and Northern Bank ex Parte Jones
- Letter of acceptance given to postman who was not authorised to collect post was not validly "posted" under postal rule..
- Principle: letter of acceptance must be properly posted via an authorised employee or Royal Mail post box.
41
Reveille v Anotech
- Court found an offer set out in a draft, unsigned contract had been accepted by conduct.
- Principle: if prescribed method of acceptance is for benefit of offeree, then offeree may waive that requirement (in this case requirement for signature).
42
Routledge v Grant
- Grant offered to sell Routledge a long lease. Grant agreed to keep offer open for 6 weeks and then changed his mind. Routledge claimed Grant was bound to keep his offer open for 6 week period.
- Principle: Grant not bound to keep offer open. Acceptance period had not been part of original offer. No separate (option) contract had been concluded to require offer to remain open.
43
Spencer v Harding
- Stock was offered for sale by tender. Highest bid rejected. There was no obligation on defendant to have accepted it.
- Principle: invitation to tender is normally an itt not an offer.
44
Stevenson, Jaques & Co v McLean
- Defendant offered to sell iron bulk to claimants. Claimants wired to clarify terms of offer.
- Principle: request for further information will not extinguish an offer.
45
Taylor v Laird
- Captain resigned midway through voyage, but then continued to navigate vessel without being asked to do so. Claimed remuneration but he had not communicated offer to continue navigating to former employer.
- Principle: an offer must be communicated (orally, in writing or by conduct). Captain was not remunerated as his former employers had not been given opportunity to consider his offer to continue work.
46
The Brimnes
- Revocation of offer to hire ship was received during normal office hours but not read until next day.
- Principle: if contractual notice is received during office hours (even if not read till later), will be deemed received and it will have effect.
47
Thomas v BPE Solicitors
- An acceptance was received by email at 6pm on Friday (day on which deal was expected to close). Not seen until after weekend. Parties had often interacted outside normal 9-5 hours.
- Principle: transactions should be viewed in context to determine normal working hours, on the facts this was within the hours.
48
Williams v Carwardine
- Reward offered for information about murder of Carwardine's brother. On her deathbed, Mrs Williams gave info which led to conviction of Mr Williams. Mr Carwadine argued that, although she knew of reward, she was motivated by other concerns to provide information and so did not have to pay reward.
- Principle: motive for acceptance of offer is irrelevant. Court held that Mrs William's actions still constituted a viable acceptance of the reward offer, even though for an unrelated motive.
49
Yates Building Co v RJ Pulleyn
- Option to purchase land stated acceptance should be sent within particular time fame by registered or recorded delivery. Claimant sent acceptance by ordinary post which was received during correct period. Defendant purported to refuse acceptance.
- Principle: if prescribed method is for benefit of offeree, then offeree may waive that requirement. Failure to use registered post not fatal and contract not in place.
50
Rose & Frank v Crompton Bros
- Contract contained term that said one aspect of agreement not legally binding and not to be subject to court proceedings.
- Principle: in order for an enforceable contract to be formed, must be a common intention to enter into legal relations. No such intention here.
51
Balfour v Balfour
- Agreement between husband and wife regarding payments to be made to wife while husband abroad was breached. Wife attempted to enforce it as legally binding contract.
- Principle: rebuttable presumption that there is no intention to create legal relations in domestic arrangements. No contract.
52
Bunn and Bunn v Rees and Parker
- Heads of agreement which preceded a detailed contract between parties were sufficient to show intention to create legal arrangement.
- Rebuttable presumption that intention to create legal relations does exist in commercial dealings.
53
Jones v Padavatton
- Mother persuaded daughter to give up job and come to study in UK and bought her a house to live in. When daughter stopped studying mother claimed house.
- Principle: merely domestic arrangements and no intention to be bound contractually.
54
Maccines v Gross
- Case concerned an alleged verbal agreement between parties that the claimant would provide services to the defendant to maximise return on sale of defendant's business. Claimant would, in return, receive very large payment.
- Principle: no clarity about alleged agreement, terms were not in writing and there was no clear consideration. held no intention to create legal relations.
55
Parker v Clarke
- Older couple invited younger to live with them, telling them that they would leave house to them on their demise. In reliance on agreement younger couple sold their house, gave money to child and moved in.
- Principle: reliance by younger couple on agreement and actions they took, indicated they considered there was intention to create legal relations. Contract valid.
56
Vaughan v Vaughan
- When husband left matrimonial home, he told his wife she could continue to live there.
- Principle: did not create legally binding contract.
57
Dunlop v Selfridge
- Dunlop sold tyres to dealer, Dew, who sold them to Selfridge. Dunlop had minimum price agreement with dealers and attempted to get same undertaking from (third party) retailers, to prevent them from selling tyres below minimum price.
- Principle: defined consideration as "an act or forbearance of one party, or the promise thereof, is the price for which the promise of the other is bought." Confirmed that only parties to a contract may sue under it.
58
Hamer v Sidway
- Nephew agreed he would not drink, smoke, swear or gamble while under age of 21. If he achieved this his uncle would pay him $5000.
- Principle: giving up legal right is sufficient consideration. Here nephew had provided consideration by restricting his legal rights to act in certain ways.
59
Pao On v Lau Yiu Long
- On share sale, claimant purchasers agreed not to sell shares for 12 months. By subsequent agreement defendants agreed to indemnify claimants against any fall in value of shares over that period. Defendant refused to pay on indemnity when shares were later sold at a loss. Although consideration was past, court held it was good consideration.
- Principle: established three stage test for when past consideration can be valid:
1. Act must have been done at promisor's request.
2. Parties understood there would be reward for performance of act.
3. If benefit or payment had been made in advance it would have been legally enforceable.
60
Chappell v Nestle
- For reasons relating to copyright law courts had to decide whether chocolate wrappers sent to Nestle together with a fee amounted to part consideration. Nestle threw away wrappers on receipt.
- Principle: Consideration must be sufficient but need not be adequate. Wrappers held to be part of consideration - value of Nestle was in form of increased chocolate sales.
61
Eastwood v Kenyon
- Eastwood supported his ward throughout her childhood. She later married and her husband, Kenyon, promised to pay Eastwood for his past service in looking after his now-wife.
- Principle: consideration cannot be past. Here promise to pay made after conclusion of "service" so was not valid consideration.
62
Lampleigh v Braithwait
- After being jailed for murder Braithwait asked Lampleigh to petition the King for his pardon and offered to pay him £100 for his efforts. Lampleigh was successful in petition. Braithwait, when released, refused to pay.
Ella Contract BPP GDL Notes
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Decks in class (6)
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