Contract law Lectures: Agreement

The Common law traditionally (and still does) takes a very mechanical approach rather than a broader social view.
à Need to identify when the offer was made and when it was accepted. If you can’t there was no contract. Offer + Acceptance = Contract
à A contract is a promise to do something. Doing something is merely executing the contract.

When is an offer an offer? When is an acceptance an acceptance? How clear does it have to be.

Gibson v. Manchester City Council
A tenant occupying a Council house receives a letter from the Council that they might be interested in selling the houses à Tenant/Council, bundle of correspondence. Gibson asked for consideration to be given regarding defects to the garden path. Over that time, political make-up of the Council changed and they were no longer willing to sell houses (except those houses which they had already agreed to sell during the previous administration). Did Gibson’s bundle of correspondence constitute an agreement?

Offer
(Distinguished from Invitation to Treat[1])

Correspondence
(Gibbon v Man C.C.)

Advertisements
(Patridge v Crittenden)
Does this constitute an offer?
Myth that the display of the word offer in an advert sign constitutes an offer

à Considered an invitation to treat.
à Not an offer (no matter what is says, up to a point). Also applies to newspapers and adverts.
A display of goods is not an offer because of the danger of breach of contract should the stock run out whilst customers were still offering.

Display of goods
(Pharm Soc. v Boots)
Paying the money is never the contract ]- not contractual gestures
Delivering the goods is not the contract ]- these are post-contract events

Has there been a transaction if you put something in your shopping basket?
No. If you drop a bottle of wine, you have dropped something still belonging to the shop. No contract has been made until the till registers the purchase.
You can’t shoplift until you have left the shop’s premises and deprived the owner of the ‘deed of title’.

Auction
(Barry v Davies)
It is had been an announced in advance that it was an unreserved auction.
à If offer is made in an auction, the auctioneer does not need to accept the offer (reserve put on the auction) until the hammer is banged, indicating that a deal has been agreed.
à Unreserved auction, auctioneer agrees to sell to the highest bidder.

Tenders
I the contractor/builder etc gives you a formal quotation à building contract/ if it is an estimation, then it doesn’t constitute a contract.

Websites
Websites that offer you Yes/No
-generally does not constitute a contract because of the stock issue (see advertisement section)
-However, if there is a specific circumstance (such as an automated response) it may constitute a contract.

Termination of Offer
Offers have a ‘reasonable’ life span.
If the offer is for personal services, the death of the provider will terminate the offer.
Revocation à If you make an offer, you can withdraw at any point before it is accepted. As long as this is done properly, ie formal notification of cancellation
Cases: Dickinson v Dodds (1876)
Byrne v Van Tienhoven (1880)

Byrne v Van Tienhoven
New York Cardiff
Oct. Oct.
Post letter (offer) 1000 boxes tinplate 1st
Letter of Revocation 8th
11th telegram (acceptance)

20th Revocation arrives

-Court decided three principles
1) An offer is effective upon receipt (an offer came into being on the 11th)
2) Revocation is effective upon receipt
3) Communication is effective upon receipt
Acceptances (postal acceptances) effective on posting.

Say Van Tienhoven can’t deliver à Breach of contract

Acceptance
-The ‘Mirror Image’

Hyde v Wrench (1840) (Land for Sale)
Wrench Hyde
Offer £1000--------------à

ß---------------------------- £950

<---------------------Hyde hears nothing to so puts £1000 in Wrench’s bank account no title sent ß----------------------------- sued for breach of contract Hyde lost Offer lost à counter-offer – Nothing (no contract) à Counter-offer invalidates original offer ------ therefore contract -Request for information à does not destroy the original offer it keeps the negogiation going –Stevenson v Mclean ‘Battle of the Forms’ The buyer and sellers each want to use their own standard contract and force the other party to agree to their terms. Butler Machine Tool v Ex-cello-o crpn Seller Buyer ß-----------------Enquiry --------------------------à Quotation (£75,000) But bundled with “sellers terms and conditions” [] Price variation clause (price may rise in line with inflation) ß--------------------------------------------Order (offer?) “Buyer’s terms” (did not include price variation terms) Do we have an agreement? ------------------------------------------à Acknowledgement (acceptance?) Court had to decide which was the offer and what was the agreement. [1] Invitation to treat à inviting someone to enter into negotiations.