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Contract law

Failure of a pre-condition

A ‘conditional’ offer is one which is dependent on a specified event or change in
circumstances. A conditional offer may not be accepted unless and until the condition
or change of circumstances is met.

Acceptance

Acceptance is the second part of the agreement; together with the offer
the acceptance completes the first essential element of a valid contract.
Acceptance is the unqualified and unconditional assent to all the
terms of the offer.

Acceptance can be oral, in writing or by conduct

The acceptance can be express or implied by the conduct of the offeree (Carlill
case). If an offeror stipulates the type of acceptance then that form of acceptance
must be used. If a mode of acceptance is merely requested then other reasonable
methods can form a binding contract.

Acceptance must be communicated

As a general rule acceptance must always be communicated to the
offeror. Acceptance is not effective until this happens.

If a ‘fax’ is received during normal business hours then it is
communicated when received. If a fax is received outside of normal
business hours it is communicated once the business opens.

The law is unclear as to when a communication by e-mail is received
but there seems little reason to distinguish between this form and other
types of instantaneous communication such as fax or telex. The
contract will be formed when the acceptance is received by the offeror’s
e-mail system and is available to be read.

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