Overview
This lecture covers the legal principles surrounding the concept of an "offer" in contract law, distinguishing offers from related concepts like invitations to treat and the mere supply of information. Classic case law examples are used to clarify each principle and illustrate exceptions.
Legal Definition and Requirements for an Offer
- An offer is a statement of terms proposing mutual exchange between the offeror and offeree.
- The offer must be made by the offeror (or authorized agent) to a specific offeree.
- There must be a clear intention to be legally and contractually bound.
- Offers can be communicated verbally, in writing, electronically, or by conduct.
- No specific format is required as long as the intention and terms are clear.
What is Not an Offer
- Mere supply of information (e.g., sharing a price without firmness or intent) is not an offer.
- Invitations to treat (e.g., advertisements, catalogues, displays of goods) are not offers.
- "Mere puff" (exaggerated statements without intention to be bound) does not constitute an offer.
Case Law Illustrations
- Inquiries and responses that lack a firm promise (e.g., Harvey v Facey) are not offers.
- Carlill v Carbolic Smoke Ball Co: A clear, firm promise in an advertisement can be an offer if it shows serious intent.
- Partridge v Crittenden: Advertisements are generally invitations to treat, not offers.
- Pharmaceutical Society v Boots: Display of goods in a self-serve store is an invitation to treat; the customer's act of bringing goods to the cashier is the offer.
Invitations to Treat: Types and Rationale
- Invitations to treat start negotiations and allow sellers to seek offers, not bind themselves to every prospective buyer.
- This concept prevents sellers from being legally obligated to supply more goods than available.
Auctions as Invitations to Treat
- Auctions with reserve: Both the announcement and the call for bids are invitations to treat; the bid is the offer, and acceptance occurs with the fall of the hammer.
- Auctions without reserve: Some case law (Warlow v Harrison) treats the auctioneer as making a pledge to accept the highest bona fide bid, though later cases treat these similarly to reserved auctions.
- Internet auctions (e.g., eBay) are treated under the same principles as traditional auctions.
Key Takeaways on Legal Offers
- Offers must be serious, contain definite terms, and show an intent to create legal relations.
- Courts may consider context and specific wording to decide if a statement or advertisement is an offer or an invitation to treat.
Questions / Follow-Ups
- Clarification on how modern courts consistently treat auctions without reserve.
- Further discussion on distinguishing firm promise versus mere invitation in ambiguous scenarios.