Offer and acceptance

• What is an offer

  A definite promise to be legally bound
• what is an ITT


  an opening on negotiation
• ITT - Mere statements of price 


  A party has indicated a price they would find acceptable, does not make it an offer - Harvey V Facey
• ITT - Adverts 


  can be an offer or an ITT, depending on the amount of detail - Carlil V CSBC ltd and Partridge V Critten
• ITT - Shopping situations 


  goods on shelfs = ITT, offer is made when costumer picks up the item off shelf to buy, contract formed when sale is agreed (PSofGB V Boots). Goods in shop windows = ITT (Fisher V Bell)
• ITT - Auctions 


  lots = ITT. each bid = offer, acceptance occurs when hammer falls (Payne V Cave and British Car Actions V Wright)
• ITT - Machines 


  make an offer, acceptance occurs when payment is made (Thorton V Shoe Lane Parking)
• Communicating Offer 


  must be communicated

  can be made to individual - bilateral contract

  to whole world - unilateral contract
• Terminating Offer - death

  offeror - Dickson V Dodds = when offeror dies offer dies with them

  Bradbury V Morgan = if offeror was not needed in person to carry out contract then death need not terminate contract

  offeree - Reynolds v Atherton = offer dies with them
• Terminating offer - Counter offer/rejection

  Counter offer destroys original offer (Hyde V Wrench) unless a request for more info (Stevenson V Mclean)
• Terminating offer - lapse of time

  if specific time laid out - offer will terminate at that time

  if day is mentioned- offer will terminate at midnight on that day

  no time limit - once a reasonable length of time has passed (Ramsgate Hotel V Monteflore)
• Terminating Offer - acceptance

  Acceptance must be positive, unconditional and communicated

  unconditional assent to all terms of contract
• Terminating offer - revocation 


  Established in Payne V Cave that an offer can be revoked at any time before acceptance. Can be established via communication (Bryne V Van Thehoven) or via reliable 3rd party (Dickson V Dodds). Unilateral offers - revocation can occur any time before performance (Errington V Errington and Woods), must be via same method with same amount of publicity (Shuey V US)
• what is acceptance 


  the unconditional assent to all terms of an offer
• Rules of acceptance 


  must be unequivocal and unconditional, must mirror offer

  varying or rejecting offer destroys it (Hyde V Wrench), but if agreement continues after counter offer made, agreement is based on new terms

  specific method required - only that method will do, no specific method - mirror image rule, if rule not used = any other no less advantageous method
• Communicating acceptance 


  must be communicated to be valid, silence will not amount to acceptance (Felthouse V Bindley)
• Methods of acceptance - postal rule

  acceptance valid when it is posted as long as it is correctly stamped and addressed (Adams V Lindsell and Yates V Pulleyn)
• Methods of acceptance - modern methods


  texts/email/telex

  acceptance when it is received, heard and understood (Entores V MFE )

  The Brinkibon - raised question of when emails are received out of office hours
• Methods of acceptance - Internet 


  Items on internet = ITT, placing order = offer, automatic reply of confirmation = not acceptance, acceptance occurs when seller makes formal acceptance (despatch email)

  The Kodak case
• Statute law - modern forms of acceptance

  Consumer Protection (distance selling) Regs 2000- regulation 7 = consumer has 7 days to cancel contract

  Electronic Commerce Regs (2002) - seller must send acknowledgement email without delay after order. this is not acceptance