合同法offerandacceptance.ppt

Law of Contract,Offer and Acceptance,Why is it so important to distinguish between an offer and an invitation to treat?,If a statement is an offer,you can accept and then a contract enters into.If a statement is an invitation to treat,in which it may include some information,such as a price term,you may accept the statement.However,no contract exists and your“accepting”is actually an offer.,If a statement is an invitation to treat,it is normally not legally binding.An offer,in most cases,if accepted,is legally binding and the offeror will have to keep his word.,You walk into a shop and see an item for 9.99(this would be an ITT),you then take it to the counter and prepare to pay 9.99(the offer).The important concept here is that an ITT is not binding,i.e.when you go to the counter and the clerk says oh sorry this item is actually 29.99,you have no defense in demanding to be sold it for 9.99.,How to distinguish between an offer and an invitation to treat?,Normally,catalogues,price lists,menus,and advertisements,shop windows are invitations to treat.Advertisements can also be considered offers in some specific cases.,Lefkowitz v.Great Minneapolis Surplus Store,The defendant published the following advertisement in a local newspaper:Saturday 9 A.M.Sharp 3 Brand New Fur Coats Worth to$100.00First Come First Served$1 Each,Whether in any individual instance a newspaper advertisement is an offer rather than an invitation to treat depends on the legal intention of the parties and the surrounding circumstances.,We are of the view on the facts before us that the offer by the defendant of the sale of the fur was clear,definite,and explicit,and left nothing open for negotiation.The plaintiff having successful managed to be the first one to appear at the sellers place of business to be served,as requested by the advertisement,and having offered the stated purchase price of the article,he was entitled to performance on the part of the defendant.,CCL A15,An invitation to treat is an intent indication showing the desire to receive offers from others.Mailed or delivered price catalogs,auction announcements,invitations for bid,capital-raising prospectus and commercial advertisements are such invitations for offer.A commercial advertisement shall,if its content conforms to the provisions regarding offers,be deemed an offer.,The termination of offers,An offer can be terminated in different ways:,Refusal and Counter-offer,Lapse of time,A asked B whether B would like to buy A house for$300,000.B said nothing.However,B called A and said he would buy the house$300,000 one year later.Question:Does a contact exist?,Lapse of time,1.specified time;,Lapse of time,2.reasonable time.What is reasonable?,Revocation,This part is so different from Chinese contract law.For example,if a term in an offer reads:please reply before midnight on Friday,September 16,2011.Can the offeror revoke the offer before that time?,A promise to keep an offer open for a certain time or to give someone first refusal will not be legally binding unless the offeree gave some payment to the offeror in return for the favor.Why?,CCL A19,An offer may not be revoked under any of the following conditions:(1)the offeror has specified a time limit for the acceptance,or has explicitly indicated in any other manner the irrevocability of the offer;(2)there are grounds for the offeree to maintain the irrevocability of the offer and the offeree has made preparations for the fulfillment of the contract.,Acceptance,Acceptance must be a mirror image of the offer,The offeree must be agreeing to all the terms of the offer and not trying to introduce new terms.(P73),CCL A31,If an acceptance makes non-substantial changes to the content of the offer,the acceptance shall be effective notwithstanding and the content of the contract shall thus be based on the content of the acceptance,unless the offeror indicates in time its objection thereto,or as indicated in the offer,the acceptance may not make any change to the content of the offer.,CCL A30,The content of an acceptance shall be consistent with the content of the offer.If the offeree proposes any substantial change to the content of the offer,it shall constitute a new offer.Changes related to the targeted matter,quantity,quality,price or remuneration,duration of fulfillment,place and mode of fulfillment,liability for breach of contract and method of dispute settlement in a contract are substantial changes to the content of an offer.,Try to find out the differences between Chinese and English contract law in this part of the acceptance.,Acceptance must be firm,Conditional acceptance is not binding,it sometimes can be referred as an counter-offer.,Acceptance must be communicated,Communication is effective only if made by an authorized person,Methods of communicationConductVerbal communicationElectronic communicationThe post rule,Question What if the acceptance is delayed?,