The issue
This paper is based on one’s understanding of contract law. This concept will be achieved from a discussion of the case between Wallopers Ltd. vs. Paul. Wallopers Ltd. Is a company that sells wallops and is a running a promotional competition. Paul gets interested in the offer though he wishes to buy the wallops at $220 whilst the company is selling them at $240. After some time, the company agrees to sell the wallops to him at $230. Paul makes the due purchase however; he does not make the payments and goes ahead to request for a two month extension to be able to clear the payment. The management agrees with him though after 2 months, Paul receives a letter from the solicitor of wallopers who claims for the immediate payment of the full amount. The analysis of this case will tend to advise him on the next reaction relating to the competition which was in place, the contract and the letter that he received from the solicitors. The paper will also explain what is meant by an intention in creating a legally binding relationship. It will then look into the contract in terms of the relationship and the methods which have and can be used for communication. The last bit will be a recommendation to Paul on the best path to follow.
Intention to create legal relation
If a party intends to create a legal relation, then it must be shown that both the parties which have the intention of abiding to this agreement also do have the intention of being legally bound by that particular agreement (Stone, 2005). This falls in two major parts where the cases can be domestic or of a commercial nature. In the former case, the court often assumes that there was no intention for the agreements to be enforced in a court of law however; in the latter case, the court assumes that there was a prior intention of the cases being enforced in the court of law (Rose & frank Co v. Jr Crompton and bros ltd, 1923).
Paul’s position on the competition
The first thing to do in the analysis of this case is to establish whether there was any contract between the two parties (commercial) and then establish whether their relationship is binding. Looking at the case of Wallopers Ltd. vs. Paul, the relationship between the two parties is absolutely clear that it is commercial. This hence implies that the court will presume that their agreement led to a binding relationship between them.
At the same time, there is a clause in the agreement which vividly spells out that there was no intention of there being any legal implications which out rightly becomes sufficient enough to make the presumption rebuttable. This means that the two parties were not bound to any contract. Owing to this fact, there was no way Paul would succeed in taking the case to court basing his argument on the agreement as the explicit statement on the fact that it is not enforceable in a law court could rebut the case and bar him from progress (Jones v. Vernon’s pools ltd, 1938).
On the other hand, one can argue that the quote did not expect the case to go to the extents of being imposed in a court of law. Paul felt that Wallopers breached the contract in ordering the solicitors to summon him. It can therefore mean that the two parties got into an agreement once Paul agreed to and went ahead to buy the goods of which the manager agreed to give him a grace period of 6 months before he paid for the goods. Having gone this far, no obstacle can prevent Paul from going on and suing the defendants.
Paul’s position on the contract
Contracts can either have offers or counter offers. An offer is meant to state that a person herein known as the offeree has expressed that he is willing to accept a certain contract in some certain terms. Once the offeree accepts the statements stated in the offer, and then this contract becomes a binding one. The offer is hence those statements that the offeror is bound to.
In the case of Wallopers Ltd. vs. Paul, what went on between the two parties can be stated to be an offer considering that it fulfilled the most essential conditions for an offer. The delivery date of the wallops that he bought can be assumed to have been agreed on since after the purchases, the items were delivered to him. This time and date can explicitly be quoted in the courts of law.
The second condition which must be met in the offer is the detailed description of the item which is the wallops in this case. Thirdly, the terms of payment were agreed upon since the company agreed to sell the wallops to Paul at $230 and later the manager agreed that Paul should pay for the items in 6 months after the delivery date. This conditions summed up together indicate that there was an offer which then implies that Paul had the right to sue the defendants owing to the fact that there being an offer, arises a contract which is enforceable in a court.
Issue of the solicitor’s letter
According to the issue at hand, the solicitor asked for the full and immediate payment barely before the grace period was over. This matter will be analysed in consideration with the verdict of the promissory estoppel. This part will first discuss what primary estoppel is. When two parties are involved in a deal of any kind and one party makes a promise, there are conditions which can make the promise justifiable. If the first party or the promisor made this promise falsely and goes on to take advantage over the second party, justice can be attained in the courts by enhancing that the promise is maintained. The judge has the legal capacity of denying or precluding the person who made the promise the right of going back on it. This inability not to be able to deny a promise is the promissory estoppel (Blum, 2007).
On the case of Wallopers Ltd vs. Paul, Paul can take advantage of the promissory estoppel and go ahead and sue the company for forfeiting their promise where they had agreed to give him a grace period of 6 months. This was a breach of the agreement as the company tried to break the promise by sending a solicitor to demand for an urgent payment of the due payments.
Recommendation
This case can be looked into in two ways. First, there is a controversial clause in the agreement that explicitly states that the promotion would not lead to any legal implications. This was certain and clear that there was no contract between the two parties. On the other hand it should be considered that this in a way went beyond the promotion circles as Paul went ahead and bought the wallops at a different price after an agreement with the management. After the purchase the management delivered the goods to Paul who on not having the full amount that he was supposed to pay, pleaded for a time extension which was duly granted.
The case hence becomes enforceable in the law courts owing to the fact that Paul has the upper hand of the promissory estoppel which has a strict remedy. In this case, the promisor undergoes preclusion from denying his past promises by the judge undertaking the case. This is irrespective of whether the promise has support from any type of consideration however valuable. This means that if Paul was to go ahead and sue the company, there is a great chance of the judge ruling against the company for Paul’s favour.
For Paul, he should understand the following conditions in the case. In the first place, he accepted to enter into a promotion which was not legally binding. This does not mean that there is a clause in the laws of contract which would prevent him from suing the company so he had the right to do so. After agreeing to buy the wallops at the agreed price, and later agreeing to pay the full amount after a certain period of time, they got into a contract with the company resulting from the offer that the company made. Having the advantage of the promissory estoppel due to the fact that the company did not honour its promise, he has an advantage over the company and he should go ahead and sue the company to be allowed to pay the wallops in the agreed previously time (Austen-Baker, 2000).
References
Austen-Baker, R. (2000). Gilmore and the Strange Case of the Failure of Contract to Die After All. Journal of Contract Law. Vol. 18, pp. 1-31, 2002.
Blum, B. (2007). Contracts: examples & explanations. New York: Aspen publishers Jones v. Vernon’s pools ltd. 2 all er 626 (1938).
Rose & Frank Co v. Jr Crompton and bros ltd. 2kb 261 (1923). Stone, R (2005). Contract Law Q&A 2005-2006. Oregon: Cavendish Publishers.