Offers & Preliminary Negotiation

Question 1

offer

Answer 1

Statement leaving out no essential term for negotiation and that hence might reasonably be taken to reflect an unequivocal intention of the offeror to commit upon the offeree’s unequivocal acceptance to the same (Denton dicta, Johnston, Harvey, Lefkowitz, Storer, MJN Enterprises, May and Butcher).

Question 2

does an offer need to be directed at specific individauls?

Answer 2

No, the offer does not need to be directed at specific individuals (Denton dicta, Lefkowitz).

Question 3

conditions attaching to offers

Answer 3

• Implicit or explicit conditions can attach to performance.
• Implicit: “So long as the train is on time and seats are available (Denton)
• Explicit: First-come, first-served (Leftkowitz)

Question 4

objective test for offers

Answer 4

An objective test of the offeror’s intention looks at the wording & context (Denton, Johnston, Harvey, Storer)

Question 5

statutory offers/sales cases

Answer 5

• Watch out for statutory offers/sales: they are not used as precedents for private law!
• These cases ask us to consider the legislative intention instead of the objective intention of the offeror, which determines what constitutes a contract (Boots, Fisher)

Question 6

are quotes offers?

Answer 6

A quote doesn’t constitute an offer (Harvey, Johnston).

Question 7

offer revocation

Answer 7

• An offer can be revoked at any time up until the point of acceptance and notification to the offeror.
• This is based on objective intention.

Question 8

Denton v. Great Northern Railway Co

Answer 8

• Facts: The plaintiff relied on printed timetables showing an evening train, but it had been discontinued. The railway knew it was discontinued but left the timetable up.
• An offer can be directed to the public at large, like a timetable

Question 9

Hawkins v. McGhee

Answer 9

• Facts: Prior to surgery, a doctor verbally guaranteed to make the plaintiff’s hand a “one hundred per cent perfect hand”
• Rule: Words may constitute a contract where, taken at face value and in context, they amount to the giving of a warranty rather than a mere expression of opinion.

Question 10

Johnston Brothers v. Rogers Brothers:

Answer 10

• Facts: Bakers asked for prices, and the defendants replied with a letter stating “We quote you…”
• A quotation of prices, without more, does not constitute a contract.

Question 11

Harvey v. Facey

Answer 11

• Facts: The plaintiff telegraphed asking for the lowest price for a property, the defendant replied “Lowest price £900,” and the plaintiff tried to accept that as an offer.
• The mere statement of the lowest price at which the vendor would sell contains no implied contract to sell at that price to the person making the inquiry.
• Valcke/Class Note: Valcke doesn’t agree with this case!.

Question 12

Leftowitz v. Great Minneapolis Surplus Store

Answer 12

• Facts: A store advertised a fur piece for $1, first-come, first-served. The plaintiff was first, but the store refused to sell because he was a man.
• Rule: Objective intention is all that matters when determining whether something constitutes a contract vs. an invitation to treat

Question 13

Pharmaceutical Society of Great Britain v. Boots Cash Chemists (Southern) Ltd. & Fisher v. Bell

Answer 13

• Facts: Customers took drugs off shelves in a self-serve drugstore (Boots), and a flick knife was displayed in a window with a price tag (Fisher).
• Rule: The mere display of a product, without more, does not constitute an offer for sale

Question 14

Storer v. Manchester City Council

Answer 14

• Facts: A tenant filed an application to buy a council house, leaving the date blank. The town clerk signed a letter, not the agreement, before the council changed its policy and stopped sales.
• Rule: A contract is formed where, objectively assessed, there is a concluded agreement evidenced by offer and acceptance.