What is a contract?

a contract forms when there is an offer and acceptance as seen in Storer

V Manchester City council1, consideration Currie V Misa2, and intention to bind a legal
contract, Merritt V Merritt3. Here Duke had a contract with Varg Ltd about the refurbishment
and this was to be done by 10th September, however, on 10th June they informed Duke that
they were in a budgetary crisis so after that Duke agreed on a £20000 bonus. Here
consideration is the main issue, the general rules are those that need to be assessed when
making dealings about consideration and one of the rules is the performance of existing
contractual duty, meaning that the parties are obliged to do what is already in the contract
hence leading to no extra consideration even if promised as seen in the case of Stilk V
Myrick4. In Stilk V Myrick, Lord Ellenborough stated “Here, I say, the agreement is void for
want of consideration. There was no consideration for the ulterior pay promised to the
mariners who remained with the ship. Before they sailed from London, they had undertaken
to do all that they could under all the emergencies of the voyage. They had sold all their
services till the voyage should be completed.” at the end he states “Therefore, without
looking to the policy of this agreement, I think it is void for want of consideration, and that the
plaintiff can only recover at the rate of £5 a month.”5, it was held that the workers would not
get extra compensation as it was their contractual duty and they never exceeded it. However,
there is always an exception, and in the case of William V Roffey Bros6, this case holds the
same scenario of asking for more money and it was held that the defendant had a penalty
clause in another contract that led him to make another deal with the claimant which is
counted as a practical benefit leading the extra payment to be enforceable.
In the case of Varg and Duke here there is also a practical benefit that Duke earns as this
would lead him to compete with his competitor that has already opened and provided “the
beer tour experience” and they also have made a contract with AIK football club and Duke is
going to serve beer in the stadiums therefore as per Williams and Roffey there is a practical
benefit making it enforceable for Duke to pay the additional £20000, leading the total pay to
£115,000.

A contract is an agreement where two or more parties agree to go through a transition of

exchange where they either buy or sell, provide service for consideration, or do a task to
gain something, etc. In the case of Duke and Herman& sons, they decided to transact over a
brew machine costing £250,999 and the case is who pays the installation cost? Here the
offeror was Herman and co and Duke accepted it after asking for further information and
then gave them the terms and conditions that they wanted to buy which included all the
clauses and terms along with that they provided the link, now what are the terms? They are
the essential elements of the contract to which the parties are bound, express terms are
those that are set out in the contract by the parties, and implied terms are implied when
making a contract either orally or the task being obvious to common sense or good is
essential, and those terms can be conditional Bannerman V White7, can be a Warranty
1
Currie v Misa (1875) LR 10 Exch 153, 44 LJ Ex 94, 23 WR 450
2
Gibson v Manchester City Council [1979] 1 All ER 972, [1979] 1 WLR 294, 77 LGR 405, 123 Sol Jo 201
3
Balfour v Balfour [1919] 2 KB 571, 88 LJKB 1054, [1918-19] All ER Rep 860, 63 Sol Jo 661, 121 LT 346, 35 TLR
609
4
Storer v Manchester City Council [1974] 3 All ER 824, [1974] 1 WLR 1403, 73 LGR 1, 118 Sol Jo 599, 231 EG
1293

5
Parker v Clarke (1855) 43 ER 1169
6
Bettini v Gye (1876) 1 QBD 183, 40 JP 453, 45 LJQB 209, 24 WR 551, [1874-80] All ER Rep 242, 34 LT
246
7
Balfour v Balfour [1919] 2 KB 571, 88 LJKB 1054, [1918-19] All ER Rep 860, 63 Sol Jo 661, 121 LT 346, 35 TLR
609
Bettini V Gye8, can be innominate Hong Kong Fir Shipping Ltd v Kawasaki Ltd (1962)9, and
Herman responded with saying the deal will closing on their terms here the situation has
turned into somewhat like Tekdata Interconnections V Amphenol10,DYSON LJ ”I agree with
the judgment of Longmore LJ. The so-called “last shot” doctrine has been explained in Chitty
on Contracts (30th edition) at para 2-037 as meaning that where conflicting communications
are exchanged, each is a counter-offer, so that if a contract results at all (e.g. from an
acceptance by conduct) it must be on the terms of the final document in the series leading to
the conclusion of the contract. This doctrine has been criticised in Anson's Law of Contract
(28th edition) at p 39 as depending on chance and being potentially arbitrary as well as on
the ground that, unless and until the counteroffer is accepted, there is no contract even
though both buyer and seller may firmly believe that a contract has been made.”11
as it was held that the sellers' term will apply as that was the last shot fired. In this case, the
second email stated that the agreement would be done over the terms of Hermans, and the
docs were sent to Duke afterward no emails or no inquiry were made by Duke and then after
receiving the machine they expressed their thankfulness and were forwarded to do more
business. This would mean that by the last shot made by Hermans & co the installation cost
will be done by Duke as per the terms.

There are also types of contracts first type is the commercial type the courts assume that the
contract made was intended to be legally binding as seen in Thomas V Thomas12 and if
rebutted it would be considered not to be legally binding, the second type is Domestic or
social agreements which happens between friends and family which means it's not legally
binding Balfour V Balfour13, Jones V Padavatton14, however, the presumption can be rebutted
and it would mean that the parties intended to bind a legal agreement as seen in Merritt V
Merritt15,Parker v Clarke16. Here in the case of Sebastian and Lina, they are both colleagues
who went to lunch and had jokes and in that instance, Sebastian realized that he had left his
wallet and then asked her to pay and said he would bring her beer every day after work for
an entire year. Now this is a prime example of a domestic contract where it is obvious both
parties assume it is not legally binding however if one party like Lina threatens Sebastian
about the beer the court would consider this as a domestic contract and will not force
Sebastian to complete his task as seen in Balfour V Balfour17.

The difference between contracts can also exist and two types, at first is bilateral contracts
where the contract is Each party assumes an obligation under the contract and unilateral
contracts are those where only one party assumes they are under obligation. Where does
the difference offer and invitation to treat stand? offer is a statement which has fixed terms

8
Stilk v Myrick (1809) 2 Camp 317, 6 Esp 129, 170 ER 1168, 170 ER 851
9
Merritt v Merritt [1992] 2 All ER 504, [1992] 1 WLR 471, [1992] 2 FLR 140, [1992] 2 FCR 382, [1992] Fam Law
340, [1992] 16 LS Gaz R 31, 136 Sol Jo LB 83
10
Thomas v Thomas [1947] AC 484, [1947] 1 All ER 582, [1947] LJR 515, 176 LT 498, 63 TLR 314, 1947 SC 45,
1947 SC (HL) 45, 1948 SLT 2, 1947 SN 83
11
Bannerman v White (1861) 10 CBNS 844, 31 LJCP 28, 8 Jur NS 282, 9 WR 784, 142 ER 685, 4 LT 740
12
Stilk v Myrick (1809) 2 Camp 317, 6 Esp 129, 170 ER 1168, 170 ER 851 Judgement paragraph 6
13
Storer v Manchester City Council [1974] 3 All ER 824, [1974] 1 WLR 1403, 73 LGR 1, 118 Sol Jo 599, 231 EG
1293
14
Tekdata Interconnections Ltd v Amphenol Ltd [2009] EWCA Civ 1209, (Transcript: Wordwave International
Ltd (A Merrill Communications Company)) > Dyson LJ > Para 22,23
15
Carlill v Carbolic Smoke Ball Co [1891-94] All ER Rep 127 > Lindel Lj > 2nd Paragraph
16
Jones v Padavatton [1969] 2 All ER 616, [1969] 1 WLR 328, 112 Sol Jo 965
17
Carlill v Carbolic Smoke Ball Co [1891-94] All ER Rep 127
and conditions capable of immediate acceptance Storer V Manchester City Council18,
Invitation to treat is when someone is invited to make an offer Gibson V Manchester City
Council19. Here in this case Duke Vs Patrick has a similarity with Carlill V Carbolic Smoke
ball20. Here Duke emailed an advertisement where they included a claim button where it was
stated that they could claim 100 600ml cans of Duke brew if they were the first 50 people
who proved to enjoy the brew in the first game of AIK football club in January 2024. Here
comes the example of Carlill and in its judgement by Lindley LJ “Anybody who does perform
the conditions accepts the offer. I take it that if you look at this advertisement in point of law,
it is an offer to pay 100 pounds to anybody who will perform these conditions, and the
performance of these conditions is the acceptance of the offer”21 and this means that the
offer was made, and it led to the creation of a bilateral contract where those 500 people were
under obligation to prove and the first 50 get rewarded, meaning that there was a contract
created between duke and Patrick and he proved what he was asked to done and hence he
is deserving of the 100 cans.

18
Merritt v Merritt [1992] 2 All ER 504, [1992] 1 WLR 471, [1992] 2 FLR 140, [1992] 2 FCR 382, [1992] Fam Law
340, [1992] 16 LS Gaz R 31, 136 Sol Jo LB 83
19
Tekdata Interconnections Ltd v Amphenol Ltd [2009] EWCA Civ 1209, [2010] 2 All ER (Comm) 302, [2010] 1
Lloyd's Rep 357, [2009] All ER (D) 208 (Nov)
20
Hong Kong Fir Shipping Co Ltd v Kawasaki Kisen Kaisha Ltd [1962] 2 QB 26, [1962] 1 All ER 474, [1962] 2 WLR
474, [1961] 2 Lloyd's Rep 478, 106 Sol Jo 35
21
Williams v Roffey Bros & Nicholls (Contractors) Ltd [1991] 1 QB 1, [1990] 1 All ER 512, [1990] 2 WLR 1153,
[1991] LRC (Comm) 184, (1989) Times, 8 December, [1990] 12 LS Gaz R 36, [1989] NLJR 1712, 48 BLR 75