England

1. Adams v Lindsel
a. Postal Rule, Offer and Acceptance, Contract Formation
b. Lindsell wrote to Adams, offering to sell some wool. There was a delay in
receiving this letter, and thus a delay in the letter of acceptance. In the
meantime, Lindsell had already sold the wool to a third party. The court held
the offer had been accepted as soon as the letter had been posted, and
therefore a contract was established.
2. Balfour v Balfour
a. Can contracts be formed in a domestic context.
b. Wife fell ill in England, husband had to move away but offered a 30£/month
allowance, they wanted a divorce and the husband wanted to end the
allowance. Judge ruled in his favour.
3. Brinkibon Ltd v Stahag Stahl
a. Postal Rule, Offer and Acceptance, Contract Formation
b. Brinkibon, a company based in London, was buying steel from Stahag Stahl,
sellers in Austria. Brinkibon sent their acceptance through Telex,
instantaneous communication. Contract however was formed under Austrian
law as the acceptance was instantaneously received there.
4. Byrne & Co v Leon van Tienhoven & Co
a. Withdrawal of offer, postal rule
b. The defendant offered to sell 1000 boxes of tin plates, which the plaintiff
accepted both by telegram and by post. The defendant withdrew his offer by
post however, with it arriving after the offer had already been accepted. The
Judge held a contract had indeed been made.
5. Carlill v Carbolic Smoke Ball Co
a. Unilateral contracts
b. Medical firm advertised the use of Carbolic Smoke Ball, saying if it did not
cure people’s flews, they would give them 100£ – If the offeree acts on the
offerors promise, the offeror is obligated to perform the gift. The offeree
must give the offer some level of consideration, which they did by consuming
the faulty product in the first place. The judge ruled the advertisement was
indeed a unilateral offer.
6. Co-operative Insurance Society Ltd v Argyll Stores (Holdings) Ltd
a. Specific Enforcement
b. The insurance company leased a unit in a shopping center to Argyll Stores,
when the company closed multiple store venues around the whole city,
including the one in the shopping center, the insurance demanded specific
enforcement due to a clause in the contract demanding the store be open
always during working hours. The judge ruled against specific enforcement.
7. Currie v Misa
a. Consideration
b. Mr. Currie, owner of a bank, upon paying a cheque to Mr. Misa, learned of his
stopped payments and outstanding debt. He did not honor the cheque;
however the court ruled that existing debt (or any duty) cannot constitute
sufficient consideration for the security so as to make a legally enforceable
contract for the creditor.
8. Entores Ltd v Miles For East Corporation
a. Time of conclusion of contract, postal rule
b. Entores, a company based in London, sent an offer to purchase 100 tons of
copper cathodes to Miles Far East Corp, based in Amsterdam. The offer was
communicated by Telex, instantaneous communication. The Dutch company
sent an acceptance in the same form, however when the contract was not
fulfilled, the court held that a contract was formed in England and that the
postal rule did not apply to instantaneous communication.
9. Hadley v Baxendale
a. Causation as a limitation of claiming damages.
b. Hadley owned a mill with a broken crankshaft. Baxendale engaged to
transport the crankshaft to the location at which it would be repaired and
then transported back. The crankshaft was only returned however a week
later and thus Hadley tried claiming damages for his loss of profit. The court
ruled that as Baxendale could not have reasonably foreseen the
consequences of the delay, he was not liable for the lost profits.
10. Hart v O'Connor
a. Incapacity, reasonable knowledge of the parties
b. O’connor sold a farm to Hart. O’connor was 83 and of unsound mind, but
Hart did not know. Hart occupied and improved the land. O’connors brother
who soon after became his trustee, tried setting the contract aside. After a
ruling in O’connor’s favor, Hart appealed, and the appeal was allowed in his
favor has he could not have foreseen this.
11. Hyde v Wrench
a. The lapse of an offer
b. Wrench offered to sell his farm to Hyde for £1,000. Hyde made a
counteroffer of £950, which was rejected by Wrench. On second thought,
Hyde wanted to purchase the farm for the initial offer after all, but Wrench
was no longer bound by that offer or that price, as Hyde terminated the offer
once he proposed his own.
12. Hong Kong Fir Shipping Co v Kawasaki Kisen Kaisha
a. Termination, Construction of contractual terms and conditions
b. Ship owners let the Honkong fir vessel to charterers for 24 months. Multiple
clauses in the contract referred to the condition of the vessel. The vessel
 however suffered numerous breakdowns and delays due to the inefficiency
and incompetency of the chief engineer. The court held that the contract was
breached allowing damages.
13. Interfoto Picture Library v Stiletto Visual Programmes Ltd
a. Defining good faith in civil law jurisdictions
b. Stiletto ordered 47 photographic transparencies from Interfoto Picture
Library. Stiletto refused to pay and Interfoto received judgement for
payment. Stiletto appealed and the court ruled that Interfoto could only
recover fees assessed on a quantum meruit basis, as when clauses are
particularly onerous, it is to the crediting party to bring the clauses to the
attention of the other party.
14. Krell v Henry
a. Impossibility of performance (useless to perform now as failure of future
event), doctrine of frustration
b. Henry rented a flat with a view on the coronation procession, that would take
place. It did not occur on the specified dates however, and Henry refused to
pay the balance for the agreed rent. Krell tried claiming this money however
the courts refused as the main purpose for the contract had been frustrated.
15. Liverpool City Council v Inwin
a. Implied contractual obligations
b. The Irwins refused to continue paying rent as the common spaces and
elevator of their building were in a very poor state. The court held against
them however as the LCC took reasonable steps in maintaining the common
areas and it was rather vandalism that was the reason for it being in a bad
state.
16. Lloyd's Bank Ltd v Bundy
a. Undue Influence as a defect of consent, fiduciary relationships, duty of care.
b. Mr. Bundy’s son was running a business and had taken loans in Lloyd’s Bank,
with his father covering his required deposits. When his son needed now an
even bigger loan, the bank stated the only way he could help his son was by
guaranteeing the father’s house to the bank. The father agreed, the business
failed, and the bank tried taking the house. The judge however ruled in favor
of Mr. Bundy stating that he was under undue influence when concluding the
contract.
17. Merritt v Merritt
a. Intention to create legally binding contract in a family-household context.
b. Mr. Meritt agreed with his wife that he would live another woman, paying
Mrs. Denning 40£ a month. At her request, he also signed a document
confirming that when she has repaid the mortgage for the house, it would
become solely hers. He appealed but the court ruled against him, saying that
unlike in Balfour v Balfour, he had given consideration and the document plus
 the matter of fact that they were already in the process of separation was
sufficient for the contract to be valid.
18. Nicolene Ltd v Simmonds
a. Contract validity with vagueness
b. Nicolene ordered 3,000 tons of steel bars from Simmonds. The written
agreement between the parties provided that the usual conditions of
acceptance applied. When Simmonds failed to perform, Nicolene sued for
breach of contract. The court however held that for a contract to not be valid
due to it being too vague, this would have to pertain to a significant aspect of
the agreement itself.
19. Paradine v Jane
a. Clauses of unforeseeable circumstances
b. Paradine brought an action against Jane, who refused to pay rent for the land
lent to her, as the enemy of the King had invaded the land and drove her
cattle away. The court however ruled that she could have included a clause in
the contract for any accidents as such.
20. Partridge v Crittenden
a. Formation of an offer, invitation to treat, advertisements.
b. Crittenden on behalf of the Royal Society for the Prevention of Cruelty to
Animals, according to the Protection of Birds Act 1954, claimed that Mr.
Patridge had made an offer to sell Bramblefinch cocks and hens for 25
shillings. The court however ruled that the advertisement was not an offer
but merely an invitation to treat.
21. Pharmaceutical Society v Boots
a. Time of contract formation.
b. Boots under the Pharmacy and Poisons Act 1933, stating all poisons and non-
prescription drugs and medicines are to be sold by a licensed pharmacist,
tried to claim the contract was concluded as soon as he took the products of
the shelf. The court however ruled that the contract had only been concluded
upon payment, in front of the pharmacist, who was therefore NOT in breach
of his obligations.
22. Proform Sports Management Ltd v Proactive Sports Management Ltd
a. Contracts concluded by minors
b. Employment, apprenticeship and training contracts are binding on minors
provided that they are on the whole to the minor’s benefit. Football player
Wayne Rooney however, when he concluded a contract with a sports
management company at age 15 was not binding upon him as Proform did
not give any training to Rooney and it was not compulsory for a football
player to enter into such a contract
23. Radmacher v Granatino
a. Validity of pre/anti-nuptial agreements
 b. A French investment banker married a wealthy German national. Before the
marriage, an anti-nuptial agreement was signed. They had two children but
divorced after 9 years and the husband claimed ancillary relief against his
wife’s assets. The court ruled in favor of the wife, claiming the agreement
was valid and stating that such agreements should not be seen as contrary to
public policy any longer, so long as the agreement was entered into freely by
both parties.
24. Shirlaw v Southern Foundries Ltd
a. Shirlaw was appointed managing director of SF for ten years. SF was taken
over by another company who altered the pre-existing articles of association
empowering two directors and a secretary to remove a director, irrespective
of the terms of his contract. Shirlaw was sacked before her contract expired.
The court ruled for Shirlaw to recover damages for breach of contract as it
was an implied term that he would not be removed from his rile during the
fixed period.
25. Smith v Hughes
a. Dissensus, Mistake, Buyer should investigate, reasonable reliance
b. Oats were examined by Hughes, sent by Smith, when Hughes realized it was
the wrong type of oats needed to feed his horses, the contract was not
terminated by the courts based on reasonable reliance), the fact that the
buyer should have investigated better is also shown.
26. Spurling Ltd v Bradshaw
a. Validity of specific contractual clauses limiting liability due to negligence.
b. Bradshaw sent 8 barrels of orange juice to be stored at Spurling’s warehouse.
Spurling sent a receipt to Bradshaw on which were printed their conditions of
storage. One clause excluded liability for any losses resulting from their
negligence. Bradshaw fell into arrears with his storage payments and Spurling
brought an action to recover the monies due. The orange juice was spoiled
and unusable and Bradshaw counterclaimed in negligence. The court ruled
that such exemptions for negligence constitute to exempt a party when he is
carrying out his contract, however not when he is deviating from it. The court
thus ruled in Spurling’s favor.
27. Stilk v Myrick
a. An existing duty does not amount to consideration.
b. A ship going from London to the Baltic and back, found two sailors deserted,
the captain promised to split their two salaries between the rest of them if
they could get the boat to London. He refused to pay and the court argued in
his favour as they did what they were already being paid to do
28. Taylor v Caldwell
a. Non-performance (impossibility of performance), doctrine of frustration.
 b. A grand concert was meant to take place in a specific hall, however this hall
was entirely destroyed by a fire. Neither of the parties were at fault, the
claimant however sued for breach of contract. The court however ruled that
the perishing of the person or thing shall excuse the performance.
29. Tsakiroglou & Co Ltd v Noblee Thor
a. Frustration of Contract, Force Majeure, Implied terms and duties.
b. A company had agreed to ship groundnuts from Sudan to Hamburg in
November/December of 1956. The Suez canal being blocked and being the
usual route taken however, the company assumed this would fall under the
force majeure clause in the contract, however the court ruled that the
company could have taken another route, through the cape of good hope,
even if doing so would be more expensive and time consuming.
30. Walford v Miles
a. Contract or agreement to negotiate?
b. Both agreed to negotiate the sale of a photographic processing business as
well as agreed to not negotiate with other parties. Miles ended up selling to a
third party. The final appeal stated that any party, after all, could withdraw
from negotiations, and their agreement was nevertheless uncertain with no
legal content.
31. Williams v Roffey Bros & Nicholls (Contractors) Ltd
a. Whether the performance of an existing duty can amount to consideration.
b. Roffey Bros were contracted to renovate flats. They subcontracted a
carpenter (Williams), who was falling behind with his work. The construction
company promised extra pay if he finished on time. He called a breach of
contract when they refused. The court ruled in Williams favour as since the
Stilk v Myrick case, the law has been refined to state that a promise to make
bonus payments to complete work that was already to be performed is
enforceable if the promisor obtains a practical benefit to make bonus
payments in the first place, assuming he was at the time, not under duress.
32. Yam Seng Pte Ltd v International Trade Corp Ltd
a. Duty of Good Faith.
b. Yam Seng, a fragrance distributor claimed the defendant had not been acting
in good faith by undercutting prices, not delivering some products, etc. The
court held that a general duty of good faith should be implied into a long
term distribution agreement between parties.
France
1. Cour de Cassation 15 February 1961, Bull. Civ. Ill, 91 (Société Tirat et Cie v Société
Orazzi et Fils)
a. Mistake, Erreur-d’obstacle, Contract Formation
b. S.O wanted to buy wine from STC. S.T.C proposed a price, however S.O
proposed a counter price, making a typo with a price 5 times as big as before,
 instead of half the price. S.T.C accepted, however the court ruled no contract
had come into existence as there were differing intentions.
2. Cour de Cassation 20 October 1964, DS. 1965m 62 (Exploding Lemonade bottle)
a.
3. Cour de Cassation 28 November 1968, Bull. Civ. Ill no. 507 (Maltzkorn v Braquet)
a. Advertisements as binding offers
b. Mr. Braquet posted in an advertisement, that he would be selling his plot of
land for FF25,000. When Mr. Maltzkorn accepted, Braquet argued that an
advertisement did not constitute an offer. However, with the Cour de
Cassation failing to find a legal basis for this, the Court ruled that it was
possible for an advertisement to constitute an offer to the first person who
accepts it, however, unless this pertains to intuitu personae contracts,
contracts where personal qualities of the other party are if importance to the
offeror.
4. Cour de Cassation 14 May 1991, D. 1991, 449 (Minit France)
a.
Germany
1. Reichsgericht 8 June 1920, RGZ 99, 147 (Haakjöringsköd)
a. SHARED Subjective meaning.
b. Seller and buyer use the word Haakjöringsköd, meaning whale meat in
German. In Norwegian however, it means shark meat. If the buyer however
could claim damages when he only received shark meat as there was a
common subjective understanding at the time that it would be whale meat,
prevailing in this case over the objective meaning.
2. Bundesgerichtshof 22 June 1956, BGHZ21, 102 (K Speditionsgesellschaft)
a. Legal Intention to be Bound
3. Bundesgerichtshof 12 March 1992, NJW 1992, 1446 (Bürgschaft auf erstes
Anfordern)
a. Suretyship, Contract Interpretation
b. A husband talked his wife into giving a surety as guarantee. She was a
layperson who believed that she had given only a normal guarantee. When
the plaintiff, a creditor to the business partner of the husband, brought a
claim for payment the wife pleaded that she did not mean to be bound to a
demand guarantee, prompting the court to interpret the declaration she had
made. The court found decisive how the creditor had to understand this
declaration according to good faith and commercial practice. The proper
interpretation of the guarantee was that it was only a “simple” guarantee
and not a demand guarantee. This meant that the surety could validly invoke
the reasons why she did not want to pay the creditor.
c. A first demand guarantee allows the creditor to obtain immediately from the
surety the promised sum, any defenses the debtor is not obliged to pay are
 postponed to a later stage and could at best lead to a claim for restitution if
the surety paid without a valid ground.
Netherlands
1. Hoge Raad 13 March 1981, NJ 1981, 635 (Haviltex)
a. Subjective meaning.
2. Hoge Raad 10 April 1981, NJ 1981, 532 (Hofland v Hennis)
a. Advertisements as Binding Offers
b. Hofland offered to sell a house in a small city in the Netherlands,
indicating the price, address, and general layout of the house. When
Hennis visited the house and accepted, Hofland refused to cooperate
with the sale. The Hoge Raad ruled that although generally
advertisements do constitute offers, in such cases, additional information
might be required by the accepting or offering party, thus merely
constituting an invitation to enter into negotiations.
3. Court of Appeal Den Bosch 22 January 2008, UN BC 2420 (Stichting Postwanorder
v Otto BV)
a. Mistake, Contract Formation
b. Otto had advertised a flat screen TV for 99€, people ordered, and he
refused to deliver. The court held that the consumers must have
understood that there was an inaccuracy.