Business Law Cases Summary

Offer ( Topic 3) Is a proposal the espousal of which establishes the institution of an organisation. It shows a promissory pattern. In diffe consider words, it is a promise to do or refrain from doing something. Usually upon condition that the other fellowship agrees to do or refrain from doing something else in return. Harvey v. Facey Harvey sent to Facey a telegram to corrupt Bumper Hall Pen. He asks Facey to telegram the lowest price. Facey telegram the lowest bullion price ? 900. Harvey expresss agree to get for ? 900. article of faith Offer is to a greater extent than a pure supply of information Offer moldiness show promissory intent Australian Wooden Mills v Commonwealth in w here(predicate) the presidential regionmark go did non ask anything in the return Offer is non Invitation to treat and must be distinguished from ITT Invitation to Treat Is an action by one caller which may appear to be a abbreviateual commotion solely which is actually inviting ot hers to make an adjure of their rich person. Invitation to treat lacks of promissory intent 1. Boots Case (Pharmaceutical Society of Great Britain v. Boots Cash Chemists (Southern) Ltd) Self servicePS fulfild Boots money for br apiece of pharmacy and poison act by selling legitimate poison non under supervision of registered pharmacist as boots change is a pharmacy in a self service rear. However, thither is one registered pharmacist in the cashier check out point. dogma In the self service system, the offer is make by node at the checkout point of sales succession the acceptance is make by the cashier at the checkout point of sales as well. 2. Fisher v. Bell Shop Window Bell selling the yank knife which is showed in the window displayed. Bell was sued for offering the knife which is require at that clipping by tatute. dogma The display of an article with a price on it in a hop window is and an invitation to treat. ITT stack be an offer if Show promissory intent bound to who undersurface accept Limited to what displace be accepted Offers to the ara At Large Offers that are not tell to any unique(predicate) person, withdrawly to anyone who becomes aware of them. 1. Carlill v. Carbolic weed Ball Carbolic smoke ball pro ingest promised reward to anyone who shooting influenza after using their product. To show the seriousness, they set(p) money ? 1000 in account. Mrs C used it and thin outed influenza.Principle An offer can be make to the world at large. The fight is made to limited portion of public, who perform the condition on the advertisement. And it show promissory intent. Offer must be communicated Offer becomes effectives if it is communicated and thither is meeting in mind when they accept it. However, offeree must be aware of its world and terms. 1. R. v. Clarke honor for information about murder of 2 policemen. Clarke was arrested and to save himself, he gave the information. Principle Offer must be accepted with the knowledge of the offer. Respon to Offer kick the bucket with Clarify prevent Offer Reject Do Nothing Counter Offer Rejection of the original offers which make the original offer to an end, and form a new offer. If the Counter Offer being rejected, the original offer lead not revive, unless the offeror renew it. 1. Hyde v. Wrench Wrench made an offer to sell his farm to Hyde for ? 1000. Hyde says that he will tolerate ? 950. Wrench says no, and Hyde say want to overcompensate ? 1000. Principle Counter offer resulting the original offer to end. It is rejection of the first offer. Counter offer must be distinguished from unspotted inquiry . Stevenson Jacques v. McLean McLean made an offer to SJ to sell certain iron. In reply, SJ compile will accept 40 over 2 months. As it is no reply, SJ write a increase to accept the 1st offer. Principle Seeking elucidation is not counter offer, precisely mere inquiry. moreover the offeree who are directed to accept the offer by the of feror 1. Boulton v. Jones Jones places offer with old companion Brocklehurst. Boulton had pilen over the business and he filled the offer. Jones refused to pay. Principle Only the person to whom the offer is directed can accept. Revocation by OfferorRevocation is not valid, unless it is communicated to the offeree. Revocation is valid before acceptance. Purported revocation after acceptance has been communicated is a bankrupt. 1. Dickenson v. Dodds Dodds made an offer open until 9 am on the 12 June. On 11, Dodds sell the house to B, and B has told Dickinson. On 12 at 9 am, Dickinson comes transmit the acceptance. Principle The offer can be revoked confirming or via conduct. Acceptance (Topic 4) Is an absolute and unqualified assent to the terms of the offer, made in the manner specified or indicated by the offeror. 1. Master v. Cameron know want to buy Cameron farms.They make a enumeration, signed by two party, indicating the future formal contract to buy the farms. Masters having financial difficulties to buy the farms and sued by Cameron. Principle Agreement to agree later cant be force able. ( designate 3) Conditional Acceptance is not acceptance. Condition can be precedent or subsequent 1. Parties reach understanding but want terms to be written down 2. Parties reach agreement but action subject to formal agreement 3. Parties didnt specialize to reach agreement subject to formal contract Subject to acceptance is not acceptance at all Manner of acceptance agreement of the offeror Ought to be the same mode as the offer o If undertaked as the only mode, past must comply, otherwise should be evenly or more advantageous. 1. Eliason v. Henshaw Eliason made an offer to buy flour from Henshaw and give tongue to to reply by wagon. Henshaw is reply by post. Principle if the method had been stipulated, it must comply otherwise, more advantageous. postal Rule states that where acceptance by weapons is contemplated, acceptance occurs immediately when the letter is affix figureS Acceptance is complete when a properly add upressed and stamped letter of acceptance is dropped in the mail case 1. Adam v. Lindsell nd Sept, Lindsell posts offer to sell wool, and requires acceptance in the transmission line of post. On 5th Sept, the offer received by A, and posted it. On 8th Sept, L sold wool to X. On 9th Sept, As acceptance nonpluss. Principle An acceptance is complete as before wide as it is properly posted. Negating Postal Rule By using the term as acceptance must be received by or application close 1. Nunin Holdings v. Tullamarine Estates Nunin offered to buy a land from Tullamarine, via post. On whitethorn 88 Nunin sends offer to purchase land. On June 16 Tullamarine sends a contract. On 5 family Nunin signs and mails back.On 12 family line Tullamarine signs and sends back. On 13 September Tullamarine attempts to revoke before Nunin receives mail. Nunin had indicated at the choke that the postal rule did not apply as it w as stated in the mails on 5 September that the circumstance was receipt of the identical executed part, not its posting. Principle The Postal Rule can be negated if this is made clear at the start of negotiations. Instantaneous Communication Postal rule didnt apply in here. Acceptance By Telex, Fax, E-mail, Web Form is not effective by simply sending it. The offeror must receive the acceptance then the contract can be make. . Entores v. Miles Far East Co capital of the United Kingdom co makes telex offer to Amsterdam co. Amsterdam Company accepts via telex. A contractual dispute arises. Principle With instantaneous communication, the contract is complete as soon as the acceptance is received and at the place where it is received. privacy cannot be stipulated as the required manner of acceptance. 1. Felthouse v. Bindley F offers to buy a horse for ? 30/15/. If I hear no more Ill consider the horse mine. Principle An offer cannot stipulate silence as a manner of acceptance, and ac ceptance requires positive intellectual assent.Acceptance can be communicated by conduct or words. 1. Brogden v. Metro lead Written offer drawn up and sent. It never specifically accepted, but subsequent dealings were according to its terms. Principle Acceptance can take the form of conduct. Intention (Topic 5A) The Presumption is with purely domestic, social, or voluntary placements it is presumed that the parties do not intend to create a legally enforceable agreement. national 1. Balfour v. Balfour Husband agrees to pay monthly allowance ? 30 to wife while they are apart. Husband fails to pay & wife sues.Principle A domestic arrangement is not intended to set about legal effect. However the presumption can be easily renouncetable. 1. Wakeling v. Ripley Family give up job and move to live with wifes brother. Brother promised to leave them his situation. Dispute arises & Brother reneges on the promise. Sister & husband sue Brother for burst of contract. Principle A definit e agreement in serious circumstances will rebut the presumption. 2. McGregor v. McGregor Husband and wife issue assault charges against each other. They agree to specify the maintenance payment, living apart, etc. They are still legally married.Husband fails to pay maintenance. Principle An agreement between husband & wife can be binding if they intend it to be a legally enforceable contract. tune & Commercial Such agreements are presumed to have the intention to be legally binds, however the presumption cant be easily rebuttable. 1. Carlill v. Carbolic Smoke Ball Contents (Topic 6) pic The Parol Evidence Rule Where a contract is bring down to writing and appears to be accurate, it is assumed that all the terms of the contract will be demanded in it and No extrinsic evidence can add to or depart the written contract 1.Henderson v. Arthur Written lease of theater with teardrop of ? 2,500 p. a CASH. T paid by stay because the L had verbally stated Dont worry, a deter split i s okay. L sued for late rent payment. T said he paid by cheque but L now refused it. Principle No extrinsic evidence can add to or vary the written contract. EXCEPTIONS partially written, partly oral contracts 1. Van Den Esschert v. Chappell beforehand Signing narrow To Purchase A house C Asks Is The House Free Of White Ants (Termites)? Van de Replied Yes Of Course. If There Had Been Any I Would provoke Taken Steps To Eradicate Them. Written father Makes No note Of White Ants. The House Turned Out To Have Termites Principle Partly written and partly oral contracts dont apply on Parol Evidence Rule. Sometimes A Verbal Term Can Be Included In The Contract, If It Doesnt Contradict The Written Part. Nothing mentioned in the contract about the white ants Oral line Representation or Term Representation Oral statement that is not intended to be bind Terms Oral or written statement that are intend to be bind Factor to decide it is term or authority Time lapse before contracting V erbal or Written Special knowledge or skill Importance of the statement 1. Os simple machine Chess v. Williams W purchased a car from O, a registered school principal. He traded in his 1948 Morris (? 290). It turned out to be A 1939 Morris (? 175). The dealer sued for the difference in trade in values (? 115). Principle The buyer does not have special skill or knowledge in car. Therefore, it is a representation as the dealer is supposes to know it better. 2. Dick Bentley v. Harold Smith get alonger wrong stated that a vehicle has done 20,000 miles since the engine & gearbox was replaced. plainly it was more like 100,000 miles.Principle The buyer relied on the special knowledge of the dealer. The dealer was in a mail service to know the true mileage. pic Condition major(ip)(ip) Breach Going To the Root of the Matter. Non- shifting Party May lay off The Contract. Elect To Continue. Sue for restitution. 1. Poussard v. Spiers P, an opera singer engaged to perform from twenty- eighth Nov. P, falls ill & cannot attend until 4th Dec. Opening night is 28th. On 25th S&P hire another singer. Principle care the night party is the root of the contract. Where a give way goes to the root of the matter, there is a breach of condition term.Warranties Minor Breach not release to the root of the matter. Non-breaching Party May Sue for Contractual Damages. Not prefer to fetch up the contract. 1. Bettini v. Gye B, an opera singer contracts for 3 month season & to arrive for rehearsals 6 days before opening night. Due to illness B showed up only 2 days before. G terminates & sues for damage. Principle A clause, not vital to the completion of an agreement is a warranty (B was usable for all performances). Innominate Term A term which is capable of either a major or minor breach. Major Breach = Can terminate the contract.Minor Breach = dedicatement of compensation. 1. L Schuler AG v Wickman Machine slam barters Ltd W contracts with S to sell Ss Machinery and to call up customers once a week. Contract describes the weekly customer visits as a condition. Machinery is sold but weekly visits do not advance. S terminates the contract & sues for restitution. Principle The weekly visit term was capable of major and (as in this case) minor breach, so it was innominate. The status of contractual terms is a matter of fact, not mere description. Effect of Signature Someone who signs a document is DEEMED to have immortalize unders withald and agree to its contents. . L remove v. Graucob L purchased vending machine signed but did not read contract. Machine defective but contract grassrootsally said not responsible for defects. Principle If you sign something, then you have read, understood and agreed to it. There was no fraud or misrepresentation. L could not bring an action for breach of contract. Effect of Signature expulsion 1. Misrepresentation. 2. Document does not appear contractual. 1. Curtis v Chemical Cleaning & Dyeing Co C took a weddi ng dress to CCD for dry-cleaning. C asked to sign a receipt excluding CCD from damage to buttons & sequins.The receipt contained an exclusion from any indebtedness whatsoever. The dress was returned stain & C sues. CCD tries to rely on the printed & signed receipt. Principle Misrepresentations create an exception to the signature rule. Exclusion Clause Contract terms which excludes or limits the liability of one party. Where an exclusion clause in a non-contractual (not expected to contain terms of the contract e. g. voucher) a reasonable tick off of the clause at that time of contracting will render if enforceable BASE RULE If the exemption clause is in a signed document, it is binding. 1.Causer v. Browne Printed on a dry cleaning ticket NO RESPONSIBILITY FOR ill-use TO ARTICLES . C handed in frock which was returned damaged. C sues. Principle The document was non-contractual in nature. A reasonable person would not expect to meet contractual terms on it. 2. Thornton v Shoe Lan e set Ltd T putting surfaceed his car in an automatic car park & received a ticket. Sign at the entrance listed terms of use. single was cars parked at owners risk. Ticket referred to the terms of use. BUT notice was small and not conspicuous. T seriously wound when collecting his car & sues car park.Principle Ts attention was not brought to the specific existence of the clause in a way that could be described as reasonable. Ticket was also issued when T could not revoke his offer. Furthermore, this was Ts first use of the car park. 3. Olley v Marlborough address Ltd O book in to hotel & paid for 1 weeks stay in advance. When O got to the room there was a sign on the environ disclaiming liability for passage of personal cause. Os personal effects were stolen & O sued the hotel for the outrage. Principle A clause that is notified after the contract is formed is not part of the contract. Doctrine of Privity (Topic 7b)A person cannot incur obligations or gain rights under a co ntract to which they are not a party. donee cant sue 1. Tweddle v. Atkinson On engagement, father & father-in-law agree to each pay the future husband ? 100. The father-in-law didnt pay. Principle no stranger (to the contract) can take advantage of it, although made for his receipts. Therefore, he cant sue his father in law. Execption Joint Promises 1. Coulls v. Bagots Executor Mr. Coulls made an agreement with ONeil to quarry Coullss property, and to pay the royalty to him and to Mrs. Coulls. Not long after, Mr. Coulls dies.Principle The contract must have been made with you as well as the other party even though the other party didnt contribute any consideration, contract still exist. Mrs. C was not a joint promisee. If she is, then she can claim Property Law portrayal 1969 Where a contract expressly in its terms purports to confer a benefit directly on a person, who is not gaind as a party to the contract, the contract Is Enforceable by that person in his own name but every person named as a party shall be joined to the action. Must have 2 Conditions Has be name beneficiaries in the contract Join in the legal action 1.Westralian Farmers v. SMP Sale of stock from K to SMP. Contract requires SMP to pay commission to WF. Principle S. 11 (2) PLA enables WF to sue if K is also named as co-defendant. It is also known as joining. Therefore WF entitled the commission. Termination (Topic 9) a. Discharge by performance Contract can be terminated when obligation (paying, transferring or other act of service etc. ) is performed as agreed in the contract and within the time agreed. General Rule Performance must be exact to be effective 1. Cutter v Powell Seaman signs on from Jamaica To the port of Liverpool He died about 3/4 of the way.The widow wants to claim the ? of his pay. Principle The performance of a contract must be exact to be effectively discharged. It is an good contract Exception a. Where the contract is dividable Divisible contract is a contract in where instead of doing for entire contract we can do it divisibly. b. The doctrine of substantial performance Pay full amount but subtract some amount to substantiate the service. (Was treated as performed and payment was reduce for work not done) 1. Hoenig v. Isaac Contract is made for redecoration of flat for ? 750. Work was not done satisfactorily and woo ? 55 to repair.Principle If contract is substantially performed then subtract the cost of mending it. The contract is performed even it is partially defective. Therefore, ? 750-? 55 b. Discharge by foiling Frustration = an intervening, dramatic situation rendering performance impotential or radically different from what the parties had in mind. A person was required to offer out their contract, no matter what 1. Paradine v. Jane P leased land to J. J was dispossessed by an invading prince. J refused to pay rent. Principle Parties, who voluntarily enter into contracts, must perform all their obligations irrespective of w hat happens.They are perfectly liable. Therefore, J must pay the land, even though he is not occupy the land Because there are unfair things happen in Paradine v Jane case, therefore some exception in frustration is applied. It is apply because a. Contract is impossible to perform because of an event b. Nobodys in the contract are fault c. Note unforeseeable here means not provided for in the contract, not impossible 1. Taylor v. Caldwell Fire burn down down concert hall. The promoter does not have to continue to pay rent Principle When, without fault of any party. The subject matter of the contract ceases to exist.The contract is discharged by frustration. Therefore, no more rent fees. 2. Krell v. Henry Contract was made to hire a flat for 1 day, to view the coronation procession of Edward VII. Coronation postponed. Principal Where the entire basis of the contract does not occur the contract is discharged by frustration. Therefore, rent is not paid. 3. National carriers v. Panalp ina LTD P leased a warehouse from N for 10 years. Road closed for 20 months. P refused to pay rent for those months. Principal The purpose could still be substantially achieved, performance was not radically different.The contract was not frustrated. Therefore, the rent should be paid. Remedies 3 basic of remedies 1. Discharge (for material breach) Contracts can be discharged if a breach is material. But make sure it is actually a breach and not performance or frustration. 1. Green v Sommerville G contracts to sell land to S shutdown fails when S has no funds. Later G rents property to S in anticipation of settlement 6 months later G rescinds the contract. Principle the right to rescind not available. Conduct of G amounted to affirming the contract. The contract was enforceable against G by S. MATERIAL Justifies election to terminate tyke Substantial performance. Does NOT justify expiration by the innocent party. 2. Damages (for material or minor breach) Is a monetary compens ation for loss caused by the breach. Breach can be MATERIAL Breach of Condition or major breach of innominate term. MINOR Breach of Warranty or minor breach of innominate term. Rules of Damages Must not be too remote. Are compensatory / quantum, (calculation), of damages. Must be mitigated. Can be pre-agreed a) Rule of remoteness For damages to be recoverable the loss must a) Arise naturally from the breach be clean foreseeable given reasonable live standards or (b) Have been contemplated as a probable result of the breach 1. Hadley v Baxendale A contract made for the transportation of a crankshaft. It was breached by delay. Mill shut down for longer than expected, production muddled. Principle the factory owner cant claim the profit on the lost production. Where two parties have made a contract which one of them has broken, the damages which the other party ought to receive in respect of such breach of contract should be such as might fairly and reasonably be considere d either . arising naturally, that is, according to the usual course of things, from such breach of contract itself, or b. Such as may reasonably be supposed to have been in the contemplation of both parties at the time they made the contract, as the probable result of the breach of it. Because the carrier did not know the machine was a vital part of the mill, he did not see it as probable that the mill would close down. Therefore he was not liable. 2. Victoria Laundry v. Newman Laundry buys boiler. Delivery required in June. Laundry begins negotiating for lucrative new dyeing deal.But delivery delayed until November. Deal lost. Principle type of losses must be foreseen as a serious possibility. Therefore, the laundry can claim lost production, not lost new deal. Quantum of Damages Means the calculation of damages (Main Principle) The injured party is entitled to be placed in the same position that they would have been in if the contract had been performed. *Damages compensate for loss affirm 1. Commonwealth v. Amann Aviation Contract was made for coastal surveillance. AA sets up, modifying planes, training stave etc, but wasnt ready on time to start contract.C terminated, but being a breach of warranty only, Cs termination is not justified placing C in breach. Principle The injured party is entitled to be placed in the same position that they would have been in if the contract had been performed. Therefore, the damages is awarded *Damages can be awarded for loss of a chance 1. Howe v. Teefy Lease of a racehorse for 3 years. proprietor takes horse back after 3 months. Principle Just because losses are extremely difficult to quantify doesnt mean they wint be ordered. This is Loss of a Chance. Therefore possible lost prizes can be claimed. Damages cant be claim from loss of enjoyment or entertainment unless the fruit of the contract say so 2. Baltic v. Dillon Cruise liner sinks. Passenger sues for damages for disappointment & distress. Principle While such damages are not usually given, this contract is to provide a relaxing holiday. This was the essence of the entire contract i. e. The fruit of the contract is not provided Therefore, the passenger can sue for disappointment and distress. *Damages must be mitigated Reasonable stairs must be taken to minimise the loss. *Damages can be pre-agreedLiquidated damages arise from the parties agreement to pay stated sum in the event of breach as long as it is a old(prenominal) pre-estimate and not a penalty 1. Dunlop Pneumatic Tyre Co Ltd. v New Garage & Motor Co. Ltd. D contracts with N to supply tires provided that N will sell them at Ds preferred price. Contract provides that damages will accrue to D in the amount of ? 5 per tire for each tire sold below Ds price. Principle The amount stated was a genuine pre-estimate of the loss to D. therefore, the clause is not penalty. Equitable remedies SPECIFIC PERFORMANCE Court order to unfold out some act (perform the contract).It is not availa ble in some circumstances. 1. Green v Sommerville G contracts to sell land to S settlement fails when S has no funds. Later G rents property to S in anticipation of settlement 6 months later G rescinds the contract. Principle No two pieces of land are identical. G affirmed the contract & it should be performed as agreed. Damages will not compensate adequately. INJUNCTION Court order prohibiting some act (breaching the contract). Not available in more circumstances. RESTITUTION Quantum meruit as much as he has earned. No-one should benefit from unjust enrichment. Not available to a party in breach.