Acceptance
• Acceptance = expression, by words or conduct, of assent to the terms of the offer in
a manner prescribed or indicated by the offer
o AG Anson, Anson's Law of Contract (Clarendon Press, 6th ed, 1984) 32.
• Purpose = agreement can be enforced which brings some certainty
o Offeror cannot withdraw offer/offeree cannot go back on promise
Offeree assent to terms of offer
• Basically must agree to terms prior to accepting offer
Offeree must have knowledge of, and act in reliance on, offer
• Consensus ad idem
• Offeree must have knowledge of the terms of the offer at time of purported
acceptance
o Both parties must agree to said terms
• When acceptance is an action, act must be performed for purpose of accepting offer
o Might have other motivations
o The Crown v Clarke (1927) 40 CLR 227, Clarke provided info leading to the
arrest and conviction of the murderer of two police officers. Did so not for
the reward that was promised but because he didn't want to be charged with
the murders so no reward for him
Person accepting must be offeree
• Offer MUST be accepted by person to whom its made to
• If offer is capable of acceptance by more than one party, multiple contracts are
created
o Though if its for like a reward for who has info then courts seem go with a
first come first serve thing so first person to have info is the only one to have
reward
• One contract
• Should two contracts be formed even though only one can be performed, the offeror
would be in breach of contract to other offeree and potentially liable for damages
o E.g. offer to sell house to two people, one agrees and before withdrawing
from offer two they also agree
Counter-offer ≠ acceptance
• Valid acceptance = agree to all terms
• Counter offer is a rejection of offer. Original offer cannot be revived by the offeree
o Offeree is now an offeror as it's gone back a step and an offer is no longer in
place, rather it's an invitation to treat
• Hyde v Wrench (1840) 49 ER 132 =
o Seller offered to sell farm for 1k pounds
o Buyer said would buy for 950. seller refused
o Buyer later purported to accept sellers original offer for 1k
o Original offer cannot be revived by buyer's purported acceptance of it as he
rejected the original offer in making a counter offer
• Adding additional terms is counted as a counter-offer
, • Expression of dissatisfaction post acceptance won't prevent contract formation
o Agreement isn't prevented if at time of acceptance they seek a concession
from the offeror in terms of contractual performance
Acceptance couched in a diff language
• Determination based on construction of terms of offer and acceptance
o If court satisfied that parties have reached agreement on the terms, likely
that contract has come into existence despite diff languages of offer and
acceptance
Acceptance must be unqualified
• Party may accept terms yet make the agreement 'subject to contract'
• Agreement formed depends on intention of parties
o Not to make a concluded bargain till execution of formal contract, offeree
cannot be regarded as giving unqualified acceptance
• No binding contract
o Agreement on all terms and parties intend to be bound but want formal
agreement to be drawn up, it will be binding
Inquiry ≠ rejection of offer
• Diff to a counter-offer as nothing is altered or adding onto terms after original offer
• Merely a question to clarify
• Not an acceptance either
• Stevenson, Jaques, & Co v Mclean (1880) 5 QBD 346
Acceptance must be communicated to offeror
• Offeree or authorised agent must comms acceptance of offer to offeror or
authorised agent
• Agreement is incomplete till then
Method of acceptance stipulated by offeror
• If offeror states how acceptance should be made, failure to follow = bar to contract
formation
o Either coz offer would've lapsed or acceptance doesn't comply with terms of
the offer
• Tho it's not always fatal to contract formation
o If accepted in manner more advantageous to offeror
• E.g. calling even though they state send a letter in the post
o If method of acceptance was for convenience of offeree
• Offeree might just wave the benefit of the clause
o If manner of acceptance is prescribed in offer, or on true construction of the
terms, there may be other methods of acceptance
Acceptance by conduct
• If offeror states acceptance is by performing stipulated acts, need to communicate
acceptance is waved
o Act suffices
• Acceptance = expression, by words or conduct, of assent to the terms of the offer in
a manner prescribed or indicated by the offer
o AG Anson, Anson's Law of Contract (Clarendon Press, 6th ed, 1984) 32.
• Purpose = agreement can be enforced which brings some certainty
o Offeror cannot withdraw offer/offeree cannot go back on promise
Offeree assent to terms of offer
• Basically must agree to terms prior to accepting offer
Offeree must have knowledge of, and act in reliance on, offer
• Consensus ad idem
• Offeree must have knowledge of the terms of the offer at time of purported
acceptance
o Both parties must agree to said terms
• When acceptance is an action, act must be performed for purpose of accepting offer
o Might have other motivations
o The Crown v Clarke (1927) 40 CLR 227, Clarke provided info leading to the
arrest and conviction of the murderer of two police officers. Did so not for
the reward that was promised but because he didn't want to be charged with
the murders so no reward for him
Person accepting must be offeree
• Offer MUST be accepted by person to whom its made to
• If offer is capable of acceptance by more than one party, multiple contracts are
created
o Though if its for like a reward for who has info then courts seem go with a
first come first serve thing so first person to have info is the only one to have
reward
• One contract
• Should two contracts be formed even though only one can be performed, the offeror
would be in breach of contract to other offeree and potentially liable for damages
o E.g. offer to sell house to two people, one agrees and before withdrawing
from offer two they also agree
Counter-offer ≠ acceptance
• Valid acceptance = agree to all terms
• Counter offer is a rejection of offer. Original offer cannot be revived by the offeree
o Offeree is now an offeror as it's gone back a step and an offer is no longer in
place, rather it's an invitation to treat
• Hyde v Wrench (1840) 49 ER 132 =
o Seller offered to sell farm for 1k pounds
o Buyer said would buy for 950. seller refused
o Buyer later purported to accept sellers original offer for 1k
o Original offer cannot be revived by buyer's purported acceptance of it as he
rejected the original offer in making a counter offer
• Adding additional terms is counted as a counter-offer
, • Expression of dissatisfaction post acceptance won't prevent contract formation
o Agreement isn't prevented if at time of acceptance they seek a concession
from the offeror in terms of contractual performance
Acceptance couched in a diff language
• Determination based on construction of terms of offer and acceptance
o If court satisfied that parties have reached agreement on the terms, likely
that contract has come into existence despite diff languages of offer and
acceptance
Acceptance must be unqualified
• Party may accept terms yet make the agreement 'subject to contract'
• Agreement formed depends on intention of parties
o Not to make a concluded bargain till execution of formal contract, offeree
cannot be regarded as giving unqualified acceptance
• No binding contract
o Agreement on all terms and parties intend to be bound but want formal
agreement to be drawn up, it will be binding
Inquiry ≠ rejection of offer
• Diff to a counter-offer as nothing is altered or adding onto terms after original offer
• Merely a question to clarify
• Not an acceptance either
• Stevenson, Jaques, & Co v Mclean (1880) 5 QBD 346
Acceptance must be communicated to offeror
• Offeree or authorised agent must comms acceptance of offer to offeror or
authorised agent
• Agreement is incomplete till then
Method of acceptance stipulated by offeror
• If offeror states how acceptance should be made, failure to follow = bar to contract
formation
o Either coz offer would've lapsed or acceptance doesn't comply with terms of
the offer
• Tho it's not always fatal to contract formation
o If accepted in manner more advantageous to offeror
• E.g. calling even though they state send a letter in the post
o If method of acceptance was for convenience of offeree
• Offeree might just wave the benefit of the clause
o If manner of acceptance is prescribed in offer, or on true construction of the
terms, there may be other methods of acceptance
Acceptance by conduct
• If offeror states acceptance is by performing stipulated acts, need to communicate
acceptance is waved
o Act suffices
