LECTURE 5 - CONTRACT LAW, ACCEPTANCE - 22/10/19 What is Acceptance? - A final and unqualified assent to all the terms of an offer. - The second stage of deciphering whether there has been an agreement. - Requires no particular formula. - Provides intention to be bound by the terms of an offer, which then becomes an agreement. Characteristics: - Must be unequivocal (no ambiguityff, unconditional and it should match the offer (Mirror-image rule). - Must fit with an offer like 2 pieces of a jigsaw puzzle. - In a bilateral contract, acceptance must be communicated to the offeror. - Must not introduce new terms. o Hyde v Wrench (1840) 3 Beav 334- " Defendant offered to sell a farm to Plaintiff for £1,000. Plaintiff offered to buy the farm for £900. " Defendant rejected that offer. " Plaintiff then wanted to accept the initial offer of £1,000. " Defendant refused to go through with the transaction and Plaintiff sought specific performance. " Held -Plaintiff's offer of £900 was not an acceptance. It was a counteroffer and his final communication was not an acceptance of the original offer but a further offer to buy at £1,000, which the defendant was at liberty to accept or reject. Counteroffer - During negotiations, parties may respond to an offer by suggesting different terms. - Such a response is not valid as an acceptance because it does not match the offer-it will be a counteroffer. - Several offers and counteroffers may be put forward. - A counteroffer is a rejection of an offer and destroys it, rendering it incapable of subsequent acceptance. - Only the last offer put forward survives and is available for acceptance. - Rejection of an offer Request for information - In certain situations, it might be difficult to determine whether a communication is a counteroffer or not. - Example, Clare offers to sell her car to Jane. Jane calls her to accept and then inquires as to whether she would like the payment in cash or by cheque.
- Such an inquiry is not a counteroffer because it is not suggesting or introducing new terms but simply clarifying the way the contract will be performed. - Stevenson, Jaques & Co v McLean (1880) 5 QBD 346- o Offeror made an offer to sell some iron to offeree for 40 shillings, but did not indicate a delivery time o Offeree (Acceptorff replied stating: Please wire whether you would accept 40 for delivery over two months, or if not, longest time you would give o Offeree subsequently accepted the offer. o Held: The acceptance was valid. The inquiry sought to clarify the position as to delivery of the iron. It was not a counteroffer. 'Battle of the forms' - This situation is one in which it becomes vital to determine whether a particular communication is a counteroffer or not. - Here, Parties in negotiation exchange standard form contracts (i.e. standard termsff, in which the terms are conflicting (terms and conditions may differ