English Contract Law

ADVOCATES FOR INTERNATIONAL
DEVELOPMENT

AT A GLANCE GUIDE TO

BASIC
PRINCIPLES OF
ENGLISH
CONTRACT LAW
Prepared by lawyers from

www.a4id.org

TABLE OF CONTENTS
I

FORMATION OF A CONTRACT
A.
OFFER
B.
ACCEPTANCE
C.
CONSIDERATION
D.
CONTRACTUAL INTENTION
E.
FORM

II

CONTENTS OF A CONTRACT
A.
EXPRESS TERMS
B.
IMPLIED TERMS

III

THE END OF A CONTRACT – EXPIRATION, TERMINATION, VITIATION,
FRUSTRATION
A
EXPIRATION
B
TERMINATION
C
VITIATION
D
FRUSTRATION

VI

DAMAGES / REMEDIES

BASIC PRINCIPLES OF ENGLISH CONTRACT LAW
INTRODUCTION
This Guide is arranged in the following parts:
I

Formation of a Contract

II

Contents of a Contract

III

The end of a Contract

I

FORMATION OF A CONTRACT

1.

A contract is an agreement giving rise to obligations which are enforced or recognised by law.

2.

In common law, there are 3 basic essentials to the creation of a contract: (i) agreement; (ii) contractual intention; and (iii) consideration.

3.

The first requisite of a contract is that the parties should have reached agreement. Generally speaking, an agreement is reached when one party makes an offer, which is accepted by another party. In deciding whether the parties have reached agreement, the courts will apply an objective test.

A.

OFFER

4.

An offer is an expression of willingness to contract on specified terms, made with the intention that it is to be binding once accepted by the person to whom it is addressed.1 There must be an objective manifestation of intent by the offeror to be bound by the offer if accepted by the other party. Therefore, the offeror will be bound if his words or conduct are such as to induce a reasonable third party observer to believe that he intends to be bound, even if in fact he has no such intention. This was held to be the case where a university made an offer of a place to an intending student as a result of a clerical error.2

5.

An