Issues
This case concerns the analysis of the validity of the offer and its acceptance under the terms and rules of the contract law made in different forms by virtue of the advertisements in the newspaper.
Contractual relations are comprised out of two primary pillars as the offer and acceptance. In fact, the one party to the contractual relations should provide the other one with the offer. In case the second party accepts this offer this implies that these people have entered into the legal and binding relations. Given the merits of the case, one may see that Philip plays the role of the offeror that has published the advertisement in the newspaper about the further resale of his property to the another person. In this regard, the notion of the offer should be considered based on the case law and supplementary information in the contract law. The offer should be linked to the intention of the offeror to be bound with the legal obligations arising from acceptance of the offer by the another person. This approach is confirmed in the relevant judgments as Harvey v. Facey, Carlill v. Carbolic Smoke Ball Co. The business law does not stipulate the exclusive list of the forms which should be followed by the offeror for the creation of the offer in terms of the contract law. Besides, there are some ambiguous positions among the experts of the contract law regarding the nature of the advertisements. In general, some legal professionals stand to the position that the advertisements should not be regarded as the offer (C., 1934). This assumption is grounded on the fact that any person may misuse the information included in the ads for the submission of the sues to the judicial institutions. In this regard, the judicial authorities stand to the approach that the advertisements should be used for the further launch of the negotiations between the parties to the contractual relations. In this particular case, one may see that Philip published the advertisements about the sale of the house, while Jim responded to it. Therefore, the negotiations about the price for the house has been started. At the same time, there are all relevant elements which should confirm that the parties have entered into the contractual relations between each other. First, Jim responded to the advertisement published by Philip and showed his intention to purchase the property in question upon the achievement of the consensus regarding the price. Moreover, the parties have the electronic correspondence between each other where the reasonable person may define that Philip is ready to negotiate the price and created new offer for Jim suitable for his financial situation. This behaviour of Philip suggests to think that this person has no other proposals regarding the purchase of the house so that Jim may be treated as the only buyer. Besides, the contract law is familiar with the principles that the formation of the counter offer results in the invalid origin offer. In this regard, the house belonging to Philip may be bought only at new price of $368500. In addition, Philip mentioned the timeframe for the acceptance of the counter offer that implies that the other person has time for the contemplation of the proposal. Identification of the timeframe at the stage of submission of the offer and its acceptance shows that the offer can not be terminated within this period of time or accepted by another person. In case, there are external circumstances that influence the validity of the offer including the damage of the property, change of the peculiarities of the offer and other cases, the offeror should inform the other person about the termination of the offer. This approach will maintain the purpose of the contract law where the parties should act towards each other with respect and relevant treatment. In this case, Philip have not informed Jim about the fact that the house has already been bought by his son in law. This misrepresentation showed that Philip acted not in accordance with due process principle of the contract law while Jim was put in the complicated position because of the preparation for the acceptance of the offer (Koerner, 1958).
Simultaneously, the revocation of the offer by Philip should be addressed. The case law stipulates that advertisement may be considered as the unilateral deal which does not create any supplementary obligations for the another person. The case Daulia v. Four Millbank Nominees Ltd. presents the evidence that the revocation of the offer can not be made until the other person is reassured that the offer is a valid one. According to the judgment of the case, the revocation of the offer should be reported as well as the relevant advertisement should be removed from the newspaper. The reasoning of the judges in this case is grounded on the fact that with continuation of the publication in the newspaper the offeror acts in violation of the principles of the contract law and undermines the confidence of the other persons to the offer (Wedderburn, 1963). Therefore, Philip should have reported to the editors of the newspaper that the offer is terminated due to its resale to the son in law. Moreover, Jim should have been communicated that the property is not covered anymore by the offer. Given the fact that the persons have the correspondence with each other including the valid counter offer, Philip has relevant obligations before Jim to report about revocation. In contrast, the case Taylor v. Allon defines the instruments for the communication of the offer and acceptance. The acceptance should be communicated that lead to the creation of the effective arrangement between the parties to the relations. There are no exactly stipulated means of the communication as they may very based on the decision of the parties to the particular relations (Bayern, n.d.). The case in question shows that the way of communication has not been agreed, while Philip was obliged to keep in touch with Jim about the status of the house by sending him the letter. This instruments of the communication is regarded as the most relevant and suitable one as the parties maintained the flow of the price negotiations via the letters. Due to the fact that Jim has not received any other information from Philip than counter offer about the price for the advertised house, Jim has the legal standing to use his right to accept the offer within the entire timeframe given by Philip for the contemplation of the price (Liuzzo, 2010).
Application
In this regard, the case is devoted to the consideration of the validity of the offer and acceptance in terms of the contract law. Philip and Jim should be treated as the natural persons which have he intention to enter contractual relations regarding the sale and purchase of the immovable property belonging to Philip. The parties have launched the negotiations by one of the available means of the communication as sending the letters between each other containing the counter offer and new information that confirm the intention of the parties to maintain the contractual relations. Furthermore, Philip was not right in his assertion that Jim did not manage to accept counter offer so that the house has been sold out to the son in law. By the resale of the property within the timeframe provided by Philip himself, he infringed the principles of the contract law applicable to the submission of the offer and acceptance. Therefore, the statement that Jim was late in the acceptance of the offer was in contradiction with the personal decision pertaining to Philip’s conduct to await for Jim’s decision regarding the purchase of the house.
Conclusion
The consideration of the merits of the case presents the evidence that Jim may sue Philip for the improper conduct in terms of the contract law. However, there is no sense for the submission of the case to the judicial institution until Jim suffered a lot from the non-acceptance of the offer presented by Philip. In case Jim will show that the conduct of Philip resulted in the loss of the financial resources or causation of the harm to the life, health and property of Jim, then there is sense to sue Philip under the contract legislation.
Issues
This case is devoted to the analysis of the business forms available for the conduction of the contractual relations between the parties in order to protect the investments.
The business relations between the parties may be provided under the lieu and framework of the specialized forms and organizations, where the rights of the parties are divided accordingly. In this regard, the owners and beneficiaries of the business form should opt out for the form of the business unit in order to have understanding about the division of the liability and obligations regarding the payment of the taxes to the local state authorities. Given the fact that Mr. Richardson has the intention to run business as to the production of the special computed products with some friends, the formation of certain type of the partnership is seemed reasonable. This form of the business structure is used by the natural persons in the business environment for the division of the functions inside the organization where the person does not perform the functions of the sole owner of the organization and the business in general. There are several forms of the partnership among which the most common are the general one, limited partnership and limited liability partnership. With regard to the general partnership, the participants of this business form have common liability over the debts of the organization. At the same time, any partner to this business form may affect the implementation of the business strategies of the company. The property of this company is allocated under the internal correspondence of the organization based on the decision of the partners and investments made. Therefore, this form of the partnership is not quite beneficial one as one partner should be liable for the mistakes of the other partner in the loss of the financial property and other cases (Ingle, n.d.).
The other form of the partnership is called as limited partnership or limited liability partnership. This type of the cooperation is used for the separation of powers within the business units. In fact, the limited partnership provides the participants with the opportunity to establish rules regarding the decision making process. Due to the fact that Mr. Richardson has the intention to invest in the development of particular sphere of the industry where the business unit will conduct its activity, his power and authority should be limited to the formation of the business strategies and negotiations with the partners guiding the company to the receipt of the profit. The practice of the business law shows that this form of the partnership is used preferably where one participant invests significant financial resources, while the participation of the other person is rather nominal because of the intellectual property activity. At the same time, this practice and experience is relevant for this case. Given the fact that Miss Solanki registers the right for the patent for the production of the new computer software, the partners may use this opportunity as the benefit. This implies that Miss Solanki has the legal right to receive loyalty for the production of the new computer software, while the other allocation of the financial resources should be agreed between the participants based on the investments involved. Furthermore, the mere advantage of the limited liability partnership lies in the fact that the personal assets of any participant to this form of the organization are protected against the failure and mistakes of the other partners. Moreover, any partner is ensured from the liability over the debts that may arise due to the illegal or non-efficient activity of the other participants to the partnership. However, there is one feature that should be taken into account by the members of this business form. All participants of the limited liability partnership are obliged to pay pay for the taxes in cooperation with each other in order to avoid the infringement of the current taxation regulations existing in any jurisdiction.
Application
The merits of the case present the evidence that Mr. Richardson will contribute to the development of the business form with the involvement of he significant investments. The business law practice shows that these investments will be highly protected with the formation of the limited liability partnership, where Mr. Richardson will have the opportunity to receive relevant profit according to the volume of the investments. At the same time, the limited partnership allows to include the division of the powers and spheres of the authorities in the internal regulations of the business unit (Ahn Kyeong-Bong, 2010). This feature is positive and contribute to the situation around the activity of Mr. Richardson and his partners because they are responsible for the different dimensions of the business activity of the company. In addition, the limited liability partnership gives rises to the appearance of the flexibility in the relations of the participants of this form of the cooperation. This statement implies that the partners have the opportunity to differentiate among the personal contribution to the business activity of the company. In fact, one person may perform the functions and responsibilities of the manager of the business unit, while the other person should adopt business decisions and implement relevant strategies because of the involvement of the financial interest (Ribstein, n.d.). Therefore, with the creation of this form of the cooperation between Mr. Richardson jointly with his friends, all partners to this form of the cooperation will be satisfied.
Conclusion
The analysis of the situation around the formation of the business unit on behalf of Mr. Richardson shows that this individual should rely on the limited liability partnership. This form of the business cooperation ensures that the partners will have necessary level of the flexibility in the business relations. Moreover, with the creation of the limited liability partnership, the participants obtain the opportunity to divide responsibilities, enjoy tax advantages and receive liability protection. These advantages are not available in the other forms of the cooperation in the business environment so that limited partnership is the most suitable option for Mr. Richardson for the conduction of the personal business entity.
Bibliography
Ahn Kyeong-Bong, (2010). Tax Treatment of Limited Partnership and Limited Liability Corporation in Commercial Law Draft. Journal of IFA, Korea, 26(1), pp.445-483.
Bayern, S. (n.d.). Offer and Acceptance in Modern Contract Law: A Needless Concept. SSRN Electronic Journal.
C., W. (1934). Contracts: Offer and Acceptance: Termination of Offer by Subsequent Higher Bid of Another. Michigan Law Review, 32(5), p.697.
Ingle, D. (n.d.). Hybrid of Partnership and Corporation IE: 'Limited Liability Partnership' & Critics. SSRN Electronic Journal.
Koerner, T. (1958). Contracts: Offer and Acceptance: Newspaper Advertisement as Offer to Sell. Michigan Law Review, 56(6), p.1016.
Liuzzo, A. (2010). Essentials of business law. New York, NY: McGraw-Hill Higher Education.
Ribstein, L. (n.d.). Fiduciary Duties and Limited Partnership Agreements. SSRN Electronic Journal.
Wedderburn, K. (1963). Contract—Intention—Revocation of Offer. Cam. Law. J., 21(01), p.24.
