Comprehensive Contract Law Study Notes

Definition and Nature of an Offer: An offer is a clear statement of willingness to enter a binding contract, made with the intention of being accepted. It must be certain and tested objectively.

Bilateral vs. Unilateral Contracts:

• Bilateral Contract: Involves mutual exchange of promises with specified parties.

• Unilateral Contract: A promise for an act, where one party is obligated and the other is not.

Offer vs. Invitation to Treat (ITT): An ITT invites others to make offers; ambiguity in language indicates it is not an offer.

Trigger Facts for ITTs:

• Display of Goods: All displays are ITTs, not offers (e.g., shop windows).

• Advertisements: Standard ads are ITTs but can represent unilateral offers if clear terms are included.

Tendering: General invitations to submit tenders constitute ITTs, while specific promises create binding offers.

Fate and Termination of Offer:

• Rejection and Counter-Offer: A counter-offer destroys the original offer.

• Lapse of Time: An offer expires after a deadline or reasonable time.

• Revocation: Bilateral offers can be revoked before acceptance; unilateral offers require performance completion to be binding.

Rules of Acceptance:

• Acceptance must be communicated and can be shown by conduct; silence cannot be deemed acceptance.

The Postal Acceptance Rule: Acceptance is valid once posted but has exceptions.

Promissory Estoppel: It prevents a promisor from abandoning a promise when consideration is absent, provided there's reliance on the promise.

Intention to Create Legal Relations: Commercial agreements are presumed to create legal relations, whereas domestic agreements usually are not, unless proven otherwise.