EXAM NOTES: Agreement Flashcards by Charles Fikry

Define an offer

expression of willingness to contract on specified terms made with the intention that it is to become legally binding as soon as it it is accepted by the person to whom it is addressed - Trietel

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Characteristics of an offer

Sufficiently clear and certain Gibson cf Storer v MCC

- communicated to the offeree Taylor v Laird

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Define consideration

the act or forbearance of one party or the promise thereof is the price of the contract and the contract is enforceable Dunlop v Selfridge

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what value must consideration have?

must be sufficient ie have some value White v Bluett

- need not be adequate to the value of hte contract Chappell v Nestle

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is promised future consideration valid?

yes - Dunlop v Selfridge

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can past act be good consideration

generally no (Eastwood v Kenyon)

but can be if Pao On v Lau Yiu Long criteria met
-done at promiser’s request
-parties understood the act would be rewarded
-payment would have been legally binding had it been promised in advance

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how does consideration relate to the performance of public duties?

performing existing public duties cannot be good consideration (Collins v Godefroy)
- unless the performer goes beyond their legal duty (England v Davidson)

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are contracts for the same act with multiple parties valid?

yes according to Scotson v Pegg and the Eurymedon

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what is the main presumption relating to ICLR

presumption of no ICLR in domestic/social settings Balfour v Balfour
–can be rebutted through parties words/conduct Peck v Lateau

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What is an ITT

preliminary stage of negotiation that is not sufficiently clear and certain to constitute an offer or rejection

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what are adverts normally

ITT Partridge v Crittenden

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what is the exception to the rule about adverts and ITT

unilateral offers eg Carlill v Carbolic - prescribing an act which, once performed, equates to acceptance
— also obiter comments in Grainger v Gough about advertisers who are also manufacturers

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what does a display of goods normally constitute

an iTT Fisher v Bell and Pharma Society of GB

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what is a unilateral offer

one made to the whole world eg Carlill v Carbolic
can be revoked at any time before acceptance Great Northern Railway v Witham
unless offeree has started to perform the act already Errington v Errington & Woods

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What constitutes valid acceptance?

mirror image of the offer Hyde v Wrench

Silence cannot be acceptance Felthouse v Bindley

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What constitutes a counter-offer

any response that attempts to change a major term is not a mirror image and is a counteroffer which kills the original offer Hyde v Wrench

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What is a request for further information?

attempt to find out more about major terms

offer remains open for acceptance Stevenson Jacques v McLean
look for interrogatory language and enquiries about ancillary matters

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what is the rule about proscribed modes of acceptance?

Manchester Diocesian v Commerical & General Investments - offeror must expressly exclude all alternative modes of acceptance eg “only” or “by no other method”

In not then Tinn v Hoffman any other mode may be valid if it is equally advantageous
- especially if they’ve given alternative contact details

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what is the rule about instantaneous communication?

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1) acceptance by instantaneous methods is deemed communicated on receipt Entores v Miles
2) if receipt fails due to the negligence of the receiving party, communication will be deemed valid Entores v Miles
3) if neither party’s fault, no contract

what is the postal rule

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Adams v Lindsell acceptance valid on proper posting

therefore does not apply where letter is misaddressed Getreide Import v Contimar
will not apply if it is unreasonable to use the post - Henthorn v Fraser
Quenerduaine v Cole: if a prompt response is needed a letter may be unreasonable

how can the postal rule be ousted

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Holwell Securities v Hughes + Household Fire v Grant - only be strong language saying you want actual receipt of acceptance

What is an option contract?

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a contract keeping an offer open for a certain amount of time

Dickinson v Dodds
Routledge v Grant
need consideration, agreement and ICLR like any other contract

how can a contract be revoked?

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two parts:

1) some act which manifests intention to revoke
2) offeree has knowledge of this act
- acceptance after valid revocation or revocation after valid acceptance are invalid Payne v Cave

what is the rule about third party revocation

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it is acceptable and need not be authorised by the offeror as long as it shows their unequivocal intention to revoke

Dickinson v Dodds
see criticism by Trietal

what is the criticism of third party revocation

Trietal: - leaves offeree having to decide if the source of information is reliable - suggesting that it should be communicated by the offeror only Poole: - suggests instead the test should be "ought the third party reasonably to be believed"

how will remedies work in an agreement question?

- whoever entered the contract first is entitled to the goods - any other party will be entitled to damages for breach of contract - this will reflect their expectation interest; Robinson v Harman - put them in the position they would have been in had the contract been properly performed

what is an invitation to tender?

Spencer v Harding - an ITT

When will an invitation to tender be an offer?

- if the invitation states that the highest bid will be accepted Harvela v Royal Trust of Canada

when will an invitation to tender give rise to a binding contractual obligation?

- if it states teh highest bid will be accepted (Harvela v Royal Trust of Canada) - if it asks for tenders from known parties and gets them in accordance with strict requirements, they have a duty to consider them - Blackpool & Fylde Aero Club v Blackpool

what is an auctioneer's request for bids?

an ITT Payne v Cave

what is the battle of the forms

Butler Machine v Ex-cell-o Corp | - where a number of counter-offers demand agreement 'on our terms' last one is binding

When does revocation become effective?

on communication Byrne v Van Tienhoven

In what way should a unilateral contract be revoked?

Shuey v USA | - in the same way it was made ie to affect the same number of people

when will an offer lapse?

after a reasonable amount of time depending on the facts

what is the rule if an offer is made in error?

Hartog v Colin Shields - offeree cannot 'snap up' hte offer - if he knows or ought to know it was made in error

who can accept an offer?

only the offeree Boulton v Jones

can acceptance be communicated by a third party?

Powell v Lee

what is the rule about when instantaneous communication is sent?

- Tenax v The Brimmes - if sent within office hours, reasonable to expect a business to have received it - Mondial Shipping v Astarte - if sent outside office hours, deemed received first thing the next morning

What is the rule for ICLR in business situations?

Frank v Crompton Bros rebuttable presumption of ICLR in business arrangements

What happens if a properly posted letter is lost?

Household Fire v Grant - a properly posted letter will be binding acceptance if postal rule not ousted, regardless of whether it arrives or not (if it was an acceptable mode)

what is the rule about ICLR based on conduct while making agreement?

Licences Corporation v Lawson - no ICLR in social/domestic situations - where the statement is made in jest or anger

What is the rule if an item is auctioned without reserve?

- constitutes a unilateral offer | - acceptance is by the highest bidder Warlow v Harrison

What must the offeree do to actually post a letter according to the postal rule?

- Re London and Northern Bank ex p Jones - put in a Royal Mail postbox - or into the hands of a RM postman

what constitute office hours?

Thomas v BPE Solicitors | - depends on the context

what says someone must have knowledge of an offer if they are to accept it?

R v Clarke

EXAM NOTES: Agreement Flashcards

(45 cards)