Lec2a- Formation, A Reprise
Theoretical perspective of contract law:
- Closed system of Rules- be applied & considered in formal & mechanistic way; or
- Example dynamic law & values imposing justice to achieve different theoretical aims
& objs
Terms
- Offeror- promisor (person who offers, they make the promise)
- Offeree- promisee (person who receives offer, party whom promise is made)
- Creation obligation between parties, not beyond the parties. Binding.
- Note: A contracting party can be the offeror for one contractual promise and the
offeree for another contractual promise
Bilateral contracts v unilateral
- Bilateral exchange contractual obligations
o Most common
o Exchange of contractual obligations
Give you this for this- e.g. money for coffee
Buyer can sue supplier if supplier fails meet obligation to supply
Supplier can sue buyer if buyer fails meet their obligation to pay
o Equal obligation- two sided
- Unilateral
o Unilateral promise to be obliged only if other performs (X gratuitous promise)
o Promise for an act
o Reward type scenario
Carlil v Carbolic Smoke Ball [1892]
Is exceptional case. Exception to fact the advert won’t be ITT
Formation
- Formation in important as are legal implications- both neg & pos
- Need understand:
o Valid contract? - is there a contract?
o Who are parties? – offeror & offeree
o Where and When contract made?- which law will govern the
rules/obligations of the contract- e.g. English law.
When- cutoff point- important know what is in contract and what was
too late…
o Incorporation/content- terms
Chapleton v Barry UDC (1940)
Exclusion clause- not part of contract as too late
Legal Requirements of a contract- reminder:
- Offer & acceptance
- Consideration
- Intention to create legal relations
- Certainty
, - Capacity
- In certain circs, formalities- generally not require in Eng law BUT specific instances in
which have to.
Court take Objective Perspective:
- “If, whatever a man's real intention may be, he so conducts himself that a reasonable
man would believe that he was assenting to the terms proposed by the other party,
and that other party upon that belief enters into the contract with him, the man thus
conducting himself would be equally bound as if he had intended to agree to the
other party's terms."
o Smith v Hughes (1871) LR 6 QB 597
- Adversarial- A against B and both putting forward subjective view
- Objective view- reasonable man. Will align with either A or B but still neutral
response
o What looks like from outside
Definition of an offer:
- An expression of willingness to contract on specific terms made with the intention
that the terms will become binding as soon as they are accepted by the person to
whom the offer is addressed (such offer not having lapsed or otherwise having been
brought to an end).
- If less than an offer is ‘Invitation to Treat’ max – see adverts, displays of goods,
auctions etc
o Are exceptions to each^
Offer
- Who offer made to: can be made to more 1 person or public at large
o CvCSBco [1983]- made to the world- a range of unspecified individs
- Offer ends: accepted, counteroffer (e.g. selling car- offer for X pounds, you accept
offer ends. If X punds but offer less, is a counteroffer and orig offer has gone)
(distinguished from request further info, lapse (due time, depends problem and
nature contract), revocation (befr acceptance & communicated))
Acceptance
- Final & unqualified expression intention & assent made in response to terms of offer,
which exactly matches offer, & which communicated to offeror in certain terms
- Intention & assent, final & unqualified- agreement be bound w/o further negotiation
o Can’t ask for more- yes accept BUT payment at the end of the month…-not
unqualified and final acceptance
- Must be in response to offer
- Matches offer made- ‘Mirror image’ rule
- Communicated to Offeror- exceptions, eg w unliateral contract- just do it by nature
of that contract
- Certain terms- Scammell v Ouston (1941)
- Contract formed at that point in time/place & nothing more can be added
o Expressly or impliedlyin contract as once accepted cannot be added
Theoretical perspective of contract law:
- Closed system of Rules- be applied & considered in formal & mechanistic way; or
- Example dynamic law & values imposing justice to achieve different theoretical aims
& objs
Terms
- Offeror- promisor (person who offers, they make the promise)
- Offeree- promisee (person who receives offer, party whom promise is made)
- Creation obligation between parties, not beyond the parties. Binding.
- Note: A contracting party can be the offeror for one contractual promise and the
offeree for another contractual promise
Bilateral contracts v unilateral
- Bilateral exchange contractual obligations
o Most common
o Exchange of contractual obligations
Give you this for this- e.g. money for coffee
Buyer can sue supplier if supplier fails meet obligation to supply
Supplier can sue buyer if buyer fails meet their obligation to pay
o Equal obligation- two sided
- Unilateral
o Unilateral promise to be obliged only if other performs (X gratuitous promise)
o Promise for an act
o Reward type scenario
Carlil v Carbolic Smoke Ball [1892]
Is exceptional case. Exception to fact the advert won’t be ITT
Formation
- Formation in important as are legal implications- both neg & pos
- Need understand:
o Valid contract? - is there a contract?
o Who are parties? – offeror & offeree
o Where and When contract made?- which law will govern the
rules/obligations of the contract- e.g. English law.
When- cutoff point- important know what is in contract and what was
too late…
o Incorporation/content- terms
Chapleton v Barry UDC (1940)
Exclusion clause- not part of contract as too late
Legal Requirements of a contract- reminder:
- Offer & acceptance
- Consideration
- Intention to create legal relations
- Certainty
, - Capacity
- In certain circs, formalities- generally not require in Eng law BUT specific instances in
which have to.
Court take Objective Perspective:
- “If, whatever a man's real intention may be, he so conducts himself that a reasonable
man would believe that he was assenting to the terms proposed by the other party,
and that other party upon that belief enters into the contract with him, the man thus
conducting himself would be equally bound as if he had intended to agree to the
other party's terms."
o Smith v Hughes (1871) LR 6 QB 597
- Adversarial- A against B and both putting forward subjective view
- Objective view- reasonable man. Will align with either A or B but still neutral
response
o What looks like from outside
Definition of an offer:
- An expression of willingness to contract on specific terms made with the intention
that the terms will become binding as soon as they are accepted by the person to
whom the offer is addressed (such offer not having lapsed or otherwise having been
brought to an end).
- If less than an offer is ‘Invitation to Treat’ max – see adverts, displays of goods,
auctions etc
o Are exceptions to each^
Offer
- Who offer made to: can be made to more 1 person or public at large
o CvCSBco [1983]- made to the world- a range of unspecified individs
- Offer ends: accepted, counteroffer (e.g. selling car- offer for X pounds, you accept
offer ends. If X punds but offer less, is a counteroffer and orig offer has gone)
(distinguished from request further info, lapse (due time, depends problem and
nature contract), revocation (befr acceptance & communicated))
Acceptance
- Final & unqualified expression intention & assent made in response to terms of offer,
which exactly matches offer, & which communicated to offeror in certain terms
- Intention & assent, final & unqualified- agreement be bound w/o further negotiation
o Can’t ask for more- yes accept BUT payment at the end of the month…-not
unqualified and final acceptance
- Must be in response to offer
- Matches offer made- ‘Mirror image’ rule
- Communicated to Offeror- exceptions, eg w unliateral contract- just do it by nature
of that contract
- Certain terms- Scammell v Ouston (1941)
- Contract formed at that point in time/place & nothing more can be added
o Expressly or impliedlyin contract as once accepted cannot be added
