DER12-2

Inglés Técnico Jurídico

Departamento de Derecho y Ciencia Política
Escuela Profesional de Derecho

ENGLISH LAW OF CONTRACTS FINAL ASSIGNMENT

LEGAL ENGLISH - DER12-2

Profesor: Alem V. Zeballos A. Nota:

Assignment description:

Please answer the following questions in connection with the following case scenarios. In
answering the questions, you are to apply English law of contract, the maximum of pages is
two, one for each question.

In grading the answer, the questions will be weighted equally.

Case and questions explanation:

1. Mr. Anderssen (AD) is a businessman residing in London. He decides to enter the market
for hiring out armored cars for moving money, and he engages the services of Rinox Tanks
Pty Ltd (RT), a London-based company, to build a customized armored cars for his new
business. The initial negotiations for the construction of the vehicle are conducted over the
telephone in December 2021, and in the course of the conversation, AD informs RT of a
long list of specifications for the armored car that he wants. One such specification is that
the armored car is to be 24 feet in length. RT notes down these specifications. AD and RT
then agree on a price and delivery date for the finished armored car. The price is to be
£60,000, with £10,000 to be paid when work on the armored car begins, which is 15 January
2022. The remainder (£50,000) is to be paid upon delivery of the finished armored car, that
date being agreed as 15 May 2022. When the agreement is written up by RT, the specification
as to the length of the armored car is mistakenly omitted, but neither RT nor AD notice this
and both sign the written agreement.

On 10 April 2022, RT phones AD to say that they are having difficulties in sourcing some
of the material for the armored car and that because of this they will not be able to complete
the armored car by 15 May. RT also says that the costs so far have been much higher than
they envisaged so they demand an extra £5,000 to finish the armored car. AD replies that the
delay is okay and that he is also prepared to pay the extra money but that he definitely wants
the armored car by 1 June at the latest as he has already made a deal to hire out the armored
car to a security company on 3 June. RT does manage to finish building the armored car by
that date, but when A looks over the new vehicle on 2 June, he finds that it is only 23 feet in
length. He complains to RT about this, claiming that this is in breach of what they had agreed.
RT replies that the specification of 24 feet is not part of the agreement as it is not present in
the written contract. RT also claims that the fact that the armored car is slightly shorter than
24 feet will make no difference to the functionality of the vehicle. This assessment is
corroborated by an independent expert. The only problem incurred by the fact that the
armored car is 23 feet rather than 24 feet is that the “leg room” in the safes compartment of
the armored car is slightly shorter than it would have been were the vehicle one foot longer.
AD, however, claims damages for breach of contract, and he claims these on a “cost of cure”
basis – i.e., in order that the armored car is rebuilt so that it is 24 feet long. AD claims that
it is important to maximize the “leg room” in the safes compartment of the vehicle and that

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Inglés Técnico Jurídico
Departamento de Derecho y Ciencia Política
Escuela Profesional de Derecho

the whole point of hiring an armored car is to have the perfect space for the safes’ length.
AD also refuses to pay RT the extra £5,000.

Shortly afterwards, AD’s uncle (U) hears of AD’s difficulties. U is an old man with a lot of
money, and he has been thinking about purchasing an armored car to carry his money and
invaluable jewelry. U sends AD an email and writes: “I have heard about your new armored
car and that it is not quite what you expected. Knowing your needs, I presume, though, that
the armored car is pretty sophisticated. I may be prepared to buy it from you for £45,000”.
AD replies by email: “Great! We have a deal”. A day later, U finds an advertisement for
another armored car that looks more attractive for him and does not follow up on the email
correspondence with AD. AD believes, however, that he and U have made a binding
agreement for the sale of the armored car to U and is keen to enforce that agreement in the
event that his claims against RT fail.

1. Advise AD of his contractual rights in relation to RT and U.

Mr. Anderssen with Rinox tank Ltd.

Issue 1: Has the oral selection on duration become the term of the contract?

This case revolves around the oral selection on the duration as the term of the contract.

Rules: Woodhouse Doctrine AC Israel Cocoa Ltd v. Nigerian Product Marketing Co Ltd
[1972] AC 741, is the most pertinent source; it establishes that the conduct of the agents
amounts to a clear and unequivocal implicit promise to accept those terms.

Analysis: This is so because the specifications made by AD are express and unmistakable,
so that the acts carried out by both confirm the acceptance of the offer that includes the
established specifications, if there is no denial or response to the agreed oral specifications,
it is understood that they are accepted, the subsequent acts correspond to the agents with
respect to their obligation.

Conclusion: If the contract ends because it is part of the negotiation, AD clearly indicates
the specifications that the good to be acquired must have and RT accepts everything as a
product of its consideration, the dates are established, but it changes as a result of external
factors that they make production difficult for RT, however, AD and RT maintain a constant
conversation and as a result of their subsequent acts it is understood that there is a tacit
acceptance of the offer resulting from the negotiation.

Issue 2: Does AD have to pay the extra money ($5,000)?

Rules: The Doctrine of Brogden v Metropolitan Railway (1877) 2 App Cas 666, is the most
pertinent source; It establishes that there is a contract between the parties and the
modifications made are accepted by the conduct of the agents.

Analysis: This is so because AD did not make the relevant claim and accepts the
modifications made by RT.

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Departamento de Derecho y Ciencia Política
Escuela Profesional de Derecho

Conclusion: Based on the contract made with the established price and dates, you will not
have to pay, but given the case, it is the buyer's will to accept or reject the extra payment.

Issue 3: What is the meaning or non-compliance of RT on the date initially agreed for
delivery?

Rules: The Doctrine of Brogden v Metropolitan Railway (1877) 2 App Cas 666 is the most
pertinent source; states that the modifications made are communicated, that is, the delivery
time is changed and informed, although there was no communication of acceptance, it is
enough to conclude the contract without objections.

Analysis: This is so due to the contract that exists between the parties, AD agreed to make a
payment in exchange for RT, giving a consideration in favor of AD, which consisted of
delivering a good with the established specifications, if the delivery date changes. and AD
does not claim, the obligation is satisfied with the execution, prior communication.

Conclusion: Therefore, failure to meet the delivery date by RT due to external causes is
enforceable by AD, but if there is no claim and AD physically or tacitly accepts its conduct,
execution is sufficient.

Issue 4: Assuming that the duration specification is a term of the contract, what damages can
AD claim for its breach?

Rules: The Doctrine of Hadley v. Baxendale is the most relevant source; affirms that it
responds to Hadley's so-called second limbo, according to which the damages derived from
the breach of contract, which do not meet the required requirements, will be compensable.

Analysis: This is so because the English doctrine has traditionally constructed the
remoteness rule considering two factual questions: (1) what exactly does it mean that the
damage is a foreseeable consequence of the breach? (2) what known factual circumstances
or that the debtor should have known at the time of signing the contract imply that the debtor
contemplated or should have contemplated the occurrence of the damage as foreseeable?
Therefore, RT should have exercised a minimum of diligence In order to foresee the possible
non-compliance, in the same way, RT should have known before offering or accepting that
the material was scarce or that its price had risen, so in the face of RT's irresponsibility, it
directly causes serious damage to AD, which trusted them for the elaboration. of his right.

Conclusion: The defendant is only responsible for covering those losses suffered by the
plaintiff that were caused by its fault or negligence, for which RT would have to respond for
all damages caused by lost profits to AD, since it had planned to generate income to increase
your wealth.

Mr. Anderssen with his uncle

Issue 1: Is there an intention to create legal relationships in light of the family ties between
AD and U?

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Departamento de Derecho y Ciencia Política
Escuela Profesional de Derecho

Rules: The doctrine of Entores contra Miles Far East Corp [1955] 2 QB 327 is the most
pertinent source; it states that clarify that the acceptance by means of communication must
be clear before generating a contract or legal relations.

Analysis: This is so because of the importance of the media, because the utmost care must
be taken to prevent errors in the negotiation, offer and acceptance, when AD receives the
mail from U and responds with a positive act in response to U, AD considers that the contract
is made, but this is not the case because U stopped giving importance to AD's emails before
accepting the offer and making the contract because he found a better option, so the contract
was not made.

Conclusion: Consecuently if there is an intention to generate legal relations between AD and

U but they are only intentions, an initial negotiation, an approach to finalize an offer and
acceptance, but only as a form of information through the media, so that it could not be
understood as an acceptance to perform a contract.

Issue 2: Is there a contract between AD and U?

Rules: The doctrine Felthouse v Bindley [1862] EWHC CP J35 is the most pertinent source;
it states that there was no acceptance of the offer, silence was not equivalent to acceptance
and an obligation cannot be interposed by another.

Analysis: This is so because of U's intention to buy the good from AD, but only making a
communication virtually, such as negotiating the possible sale, is not equivalent to an offer
or acceptance because U stopped responding to messages, so that, in the English system, the
formation of the contract must be clear, concise and without doubts, this being so, acceptance
cannot be understood as silence.

Conclusion: There is no contract between AD and U because they do not meet all the
requirements established by English law for the validity of the contract.

2. Explain the prerequisites under English law of contract for the valid application of the
doctrine of promissory estoppel. Discuss whether or not the doctrine’s current field of
application ought to be broadened (de lege ferenda), and, in doing so, discuss in what
respects it might usefully be broadened.

PROMISING IMPEDIMENT

A promise is binding under the promissory estoppel doctrine when all its elements are
verified, these elements can be said to be that: i) not a cause of action, the promise must be
clear and unequivocal, the fiancé must have relied on the promise, the promise must not have
induced the performance of the promise by unfair conduct, that it is open to debate if the
effect of the doctrine is extinctive instead of suspensive only.

Within contract law, promissory estoppel refers to the doctrine that a party can recover on
the basis of a promise made when the party's reliance on that promise was reasonable, and
the party seeking to recover prejudicially relied on the promise.

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Inglés Técnico Jurídico
Departamento de Derecho y Ciencia Política
Escuela Profesional de Derecho

In Cohen v. Cowles Media Co. 501 US 663 (1991), the Supreme Court recognized
promissory estoppel as a “doctrine of state law that creates legal obligations never explicitly
assumed by the parties that are enforceable”.

An agreement made by promissory estoppel will normally have the same binding effects on
the parties as a valid contract would. If a party breaches an obligation created by promissory
estoppel, a court may choose to award trust damages or expectation damages.

If it should be expanded in all matters that require the will and acceptance of the parties to
reinforce legal certainty, since the legal impediment is a legal principle that prevents people
and companies, essentially, from going back on their word or promise and helps injured
parties recover promises made that have led to financial loss when not kept.