Contract Formation in UK Law

Leading Cases
  • Trentham (G Percy) Ltd v Archital Luxfer Ltd
    • Court of Appeal (Civil Division)
    • 20 Julio 1992

    The fact that the transaction was performed on both sides will often make it unrealistic to argue that there was no intention to enter into legal relations. It will often make it difficult to submit that the contract is void for vagueness or uncertainty. Specifically, the fact that the transaction is executed makes it easier to imply a term resolving any uncertainty, or, alternatively, it may make it possible to treat a matter not finalised in negotiations as inessential.

  • Rose (F. E.) (London) v William H. Pim Jnr. & Company
    • Court of Appeal
    • 16 Julio 1953

    In order to got rectification, it is necessary to show that the parties were in complete agreement on the terms of their contract, but by an error wrote them down wrongly; and in this regard, in order to ascertain the terms of their contract, you do not look into the inner minds of the parties – into their intentions – any more than you do in the formation of any other contract.

  • RTS Flexible Systems Ltd v Molkerei Alois Muller GmbH & Company KG
    • Supreme Court
    • 21 Julio 2010

    Whether there is a binding contract between the parties and, if so, upon what terms depends upon what they have agreed. It depends not upon their subjective state of mind, but upon a consideration of what was communicated between them by words or conduct, and whether that leads objectively to a conclusion that they intended to create legal relations and had agreed upon all the terms which they regarded or the law requires as essential for the formation of legally binding relations.

  • Bell v Lever Bros Ltd
    • House of Lords
    • 15 Diciembre 1931

    A. would never have entered into the bargain if he had known the fact. They can be supported on the ground that it is of paramount importance that contracts should be observed: and that if parties honestly comply with the essentials of the formation of contratcs, i.e., agree in the same terms on the same subject matter, they are bound: and must rely on the stipulations of the contract for protection from the effect of facts unknown to them.

    This brings the discussion to the alternative mode of expressing the result of a mutual mistake. It is said that in such a case as the present there is to be implied a stipulation in the contract that a condition of its efficacy is that the facts should be as understood by both parties, viz., that the contract could not be terminated till the end of the current term.

  • Whitworth Street Estates (Manchester) Ltd v James Miller and Partners Ltd
    • House of Lords
    • 03 Marzo 1970

    I must say that I had thought that it is now well settled that it is not legitimate to use as an aid in the construction of the contract anything which the parties said or did after it was made. Otherwise one might have the result that a contract meant one thing the day it was signed, but by reason of subsequent events meant something different a month or a year later.

  • Trollope & Colls Ltd v North West Metropolitan Regional Hospital Board
    • House of Lords
    • 10 Abril 1973

    An unexpressed term can be implied if and only if the Court finds that the parties must have intended that term to form part of their contract: it is not enough for the Court to find that such a term would have been adopted by the parties as reasonable men if it had been suggested to them: it must have been a term that went without saying, a term necessary to give business efficacy to the contract, a term which, though tacit, formed part of the contract which the parties made for themselves.

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Legislation
  • Sale of Goods Act 1979
    • UK Non-devolved
    • 1 de Enero de 1979
    ...... I . Contracts to Which Act Applies Part I . Contracts to Which Act Applies . S-1 . ...without such modification of the section. II . Formation of the Contract Part II . Formation of the Contract . Contract of sale . ......
  • European Economic Interest Grouping Regulations 1989
    • UK Non-devolved
    • 1 de Enero de 1989
    ......contract” means the contract for the formation of an EEIG; . “the EC ......
  • Companies Act 1985
    • UK Non-devolved
    • 1 de Enero de 1985
    ...... I . Formation and Registration of Companies; Juridical Status and Membership Part I . ...payment of the debts and liabilities of the company contracted. before he ceases to be a member, and of the costs, charges and. expenses ......
  • The Insolvency (England and Wales) Rules 2016
    • UK Non-devolved
    • 1 de Enero de 2016
    ...... pay damages for negligence, nuisance or breach of a statutory, contractual or other duty, or to pay damages by virtue of Part 1 of the Consumer ... director of, or to take part or be concerned in the promotion, formation or management of a company by a person— . (a) in relation to whom a ......
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Books & Journal Articles
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Law Firm Commentaries
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