Introduction
The contemporary economy is rooted on the liberty of persons to have contracts and a structure of decrees that administers contracts liberally entered into. However many individuals might not be abreast of what are the indispensable elements prerequisite in making an enforceable contract. In recent times, individuals have always thought a contract not in text was not binding. Individuals are extremely prone to sighting contracts in form of writing that countless undertake that a contract need be in writing and extensive prior to it being enforceable.
Agreement is indispensible to any type of contract. Before a contract can be existent, there need exist a consensus ad idem, explicitly, there ought to be in simple terms a meeting of the minds. The two parties to an agreement, whether for the building of a famous building, such as twin towers in the US, or for having ones grass cut, ought to agree on and adopt the fundamental contract’s expressions. There ought to be intent to take part in a legitimately binding agreement. Whether the two sides have arrived at an agreement will be established by an unbiased standard. What each side thinks the other party to be assenting to is not to be the decisive reason.
A single agreement could be established in the humblest of expressions or behaviour. For example, the assembly of the Queen Elizabeth’s contract, one of the leading liners during it’s hey days, was merely confined in a note from the manufacturer enclosing terms to the outcome
"We agree to build the Queen Elizabeth for 5 million pounds".
So as to make a contract, no precise words exist that ought to be utilized by both the parties. Conversely, there ought to be an offer by one party as well as an acceptance as per the offer via the individual to whom the offer was accorded to him. Minus an offer and an acceptance in a contract, there can never be a consensus ad idem thus no meeting of the minds which is vital in forming any contract.
Background
Offer and acceptance scrutiny is a conventional manner in contract law employed to establish whether an agreement is binding between two sides. Offer is a signal by one individual to another of their readiness to enter into contract on definite terms devoid of additional discussions. A contract is then fashioned in the case of express or implicit agreement being present. A contract is claimed to come into reality when an acceptance following an offer has been communed to the offeror by the offeree.
The Rules for Offers
In contract law, an offer is merely a declaration or any signal showing that one party is ready to participate in a contract with another on definite expressions. The offer need be articulated in a way up to acceptance short of whatever additional requirement of the individual getting the offer excluding to designate acceptance. In addition, it ought to be apparent that the individual presenting the offer is ready to be tied by the expressions when the offer is acknowledged. For instance if one makes a statement to another "I will mow your grass for 30 dollars", this will qualify as an offer wherein if there is an acceptance, it will be a valid enforceable contract.
This offer ought to be beyond merely an invite to treat; which means not simply articulating an overall intention of becoming involved in a contract and eliciting an offer in accordance with the overall intention. A decent demonstration is the presentation of products at a grocery with a price label. The exhibition of the products will not institute an offer anticipating a consumer walking in and accepting the offer.
Reasonably, it can lie under invitation to treat from the part of the seller. This offer is elicited when the client takes the products to the store attendant and proffers the quantity of the price. Within that moment, the seller is at liberty to receive the offer and vend the merchandise. To further exemplify this, it should be undertaken that a malice individual has swapped the price tags in that the newest Gucci bag made by the best fashion house is valued at 100 dollars. When a buyer goes with this merchandise to the counter, the supermarket is not obligated to vend the bag to the buyer to at that price of 100 dollars. The seller is impeccably authorized, within the law; to claim that the product was mislabelled therefore it would be vended at particular value.
The Rules for Acceptance
Acceptance is merely some signal by the individual getting the offer demonstrating that the offer is acknowledged. This part of acceptance ought to be very apparent and outright and devoid of attached conditions. The objective spectator need be capable of demonstrating that the offer has been acknowledged. For instance, in reaction to the offer of mowing the lawn, an individual responds
"That sounds like a good deal"
This is acceptance according to the law. If the individual continues to mow the lawn consequently, there is no contract. Conversely, if one utter words to the outcome "We have a deal" or more exactly, "I accept", Then surely, there is a contract which is binding. If now the individual mows the lawn, he or she would definitely be entitled to the enforceable contract within which he would be given the money agreed upon.
Therefore, this issue of acceptance ought to be reached at afore the expiry of the offer. Several offers encompass a time perimeter of which the offer can be acknowledged. When the offer expires, it can never be accepted except when the party making the offer has reoffered it. In case there is no time frame wherein the offer ought to be accepted, at that moment the law necessitates the offer be left exposed for any acceptance for a sensible period. The sensible period of time actually will rest on the specific conditions of every case. Therefore, the offer ought to be acknowledged prior to it being withdrawn. However, an offer can only be withdrawn afore acceptance except for when the expressions of that particular offer are that they will stay open for acceptance over a specified period of time. Occasionally, the environments of the transactions between the two sides might be like that the law might inflict a period on the sides to retain the offer exposed for acceptance for a sensible period.
As mentioned earlier, no single attached condition can placed on the acceptance and the expressions of the offer can never be altered. When attached conditions exist or expressions are altered, the sides involved are simply talking and may eventually arrive at an agreement on the contract terms. For instance, if an individual’s response is that he will pay another 10 dollars to mow his lawn, then by default he ought to mow it again the subsequent month and for the similar price, then there exists no contract. The individual would have put forward a counter offer of which the individual is open to assent or discard. Similarly, the acceptance can never be conditional.
Another element of importance to a contract is that a contract institutes a bargain. An acceptance of an offer is similar to the bargain the parties have agreed on that is an altercation of a promise for a promise or act has been made. It is this consideration that places a contract to be binding. Consideration has a few advantages towards a person presenting an offer and a matching cost or preconception to the individual acknowledging the offer.
It is thus upon the two sides to establish whether or not the consideration is passable; the sides are the only individuals who can decide whether or not a bargain is a good. According to the law, only sufficient consideration is required as in something of value ought to be provided. The consideration can never be a thing provided or pledged from the past. To be binding, the consideration ought to be a fresh pledge or some new advantage substituted for the offer. However, this is conditional on the courts declining to administer an unproven contract whereby the consideration is as insufficient as to increase fraud suspicions or making the contract inacceptable.
Analysis
In overall therefore, provided that the basic fundamentals of an offer and acceptance as well as consideration are existent, the sides have a binding and valid contract. In that, there exists a prerequisite in order for there to be a binding contract, there ought to be a meeting of minds. However, over the past years, an astonishing number of legal arguments have been witnessed wherein that expression was reasonably misunderstood, by both sides and their knowledgeable counsel. The prevailing legal doctrines are not pristine, however they are in some deference counter instinctive and consequently there is an extensive misinterpretation of when a side can pull out of a contract owing to major variances in comprehensions as to an imperative contract phrase.
It is sufficiently recognized that most courts will establish the parties intent by analysing predominantly to the basic connotation of the terms, and a judge will merely perceive evidence regarding what sides now claim to they envisioned if the actual words are vague1. In establishing if there is vagueness, the normal use of a phrase will be utilized in the sagacity that a normal and sensible individual would comprehend it.2 Therefore, in the event of vagueness, or at what time, in a specific commercial background where uncommon phrases are utilized or when common expressions are comprehended rather in a different way, the court might choose to perceive what is termed as parole evidence that is oral clarifications of intent3. The ostensible "integration clauses" are appreciated, as well, detonating that for example when a contract claims that all expressions are restricted in the wording itself in addition to that there are no other comprehensions, then an dispute on an apparently forthright term will encounter a difficult fight. Besides it is virtually permanently inadequate for a side to claim that one did not read the section in contention or did not have it clarified to them. 4 In addition, even in evaluating this “extrinsic” proof of what the sides predestined by the unclear expression, the court will emphasize singly to objective expressions of intent, thus not to confined subjective clarifications. 5. In simple terms, if one of sides has definite thoughts about a phrase, then it is inadequate for that side to hold onto them privately or only communicate them to the associates of one’s own negotiating squad. Somewhat, for the court to take note to terms of intent, they need have been concomitantly communicated to the other side, if at all possible in writing.
However what happens if an expression or a provision is vague, and there existed a fundamental misconception of an expression which someway did not occur during the consultations, nonetheless the parties went ahead to sign? Was there really a "meeting of the minds" in a way that the contract is binding? The legitimate response is rather counter instinctive however it is however rooted in the apparent application of equitable doctrines. When either sides, or neither, recognized that the other party had a dissimilar understanding, therefore no binding contract exists. Contrariwise, when one side had no sensible foundation for believing that the other party had a dissimilar comprehension, but the other party had a sensible basis for comprehending that his interpretation was dissimilar from first side’s, then the judge will probably discover that there was a meeting of the minds thus he or she will construe the contract consistent with the first side's intent.6This rule fundamentally punishes a party for not being forthright, in line with a comparable legal rule that vagueness should be interpreted against the side making it to be present.7
Consequently the lesson to be realized here is that as much as meeting of minds is very crucial in making a contract binding, it is not straight forward. There are so many issues to be looked at, in that for parties to make a contract, they should be certain that their interpretation of each substantial expression has been communicated, if at all possible in writing
Conclusion
The question being reflected upon was in the tune of the necessity of the meeting of minds. From the definitions and insight found above, it is apparent that the statement is in actuality true. For a contract to be binding there ought to be a meeting of minds. However, this doctrine of meeting of minds is not as straight forward as many would tend to think. The meeting in minds means basically one offering and another accepting. It does not involve just merely two people sitting at a conference and meeting in minds or talking in unison. A lot of factors are to be considered before there is a contract.
References
Beale, H.G., W.D. Bishop, and M.P. Furmston (2008) Contract: Cases and Materials. Oxford: Oxford University Press, fifth edition.
Beatson, J. (2010) Anson’s Law of Contract. Oxford: Oxford University Press, twenty-ninth edition.
Brown, I. and A. Chandler (2009) Q&A Law of Contract. Oxford: Oxford University Press, seventh edition.
Furmston, M.P. (2007) Cheshire, Fifoot and Furmston’s Law of Contract. Oxford: Oxford University Press, fifteenth edition.
McBride, N.J. (2010) Letters to a Law Student: A guide to studying law at university. (Harlow: Pearson Longman, second edition.
McKendrick, E. (2009) Contract Law. Basingstoke: Palgrave Macmillan, eighth edition
McKendrick, E. (2010) Contract Law: Text Cases and Materials. Oxford: Oxford University Press, fourth edition
McVea, H. and P. Cumper Exam Skills for Law Students. Oxford: Oxford University Press, 2006) second edition.
Peel, E. and G.H. (2007) Treitel Tritely on the Law of Contract. London: Sweet and Maxwell, twelfth edition.
Poole, J. (2010) Casebook on Contract Law. Oxford: Oxford University Press, tenth edition.
Pentony, B., Graw, S., Lennard, J., & Parker, D. (2011). Understanding business law (5th ed.). Sydney: LexisNexis.
Smith, J.C. (2009) Smith and Thomas: A Casebook on Contract. London: Sweet and Maxwell, twelfth edition
Stone, R. (2009) the Modern Law of Contract. London: Routledge-Cavendish, eighth edition
Zander, M. (2004) the Law-Making Process. Cambridge: Cambridge University Press, sixth edition
Zander, M. (2007) Cases and Materials on the English Legal System. Cambridge: Cambridge University Press, tenth edition
