Contractual Issues, Offer and Acceptance Issue - Case Study Example

Law Assignment Name Institution Date Law Assignment Question 1 Contractual Issues Offer and Acceptance Issue In this case, Malcolm made an offer to Georgia and she accepted the offer. However, during the signing of the contract agreement that Georgia sent Malcolm, there was no concurrence of wills because Malcolm did not even read the contract details and signed it while in a hurry. Normally, in contracts, the most vital aspect of a contract is that a party makes an offer while the other party accepts it1. This is where the issue of “meeting of minds” of the contract parties comes up. In this case, there was no “meeting of minds” between Malcolm and Georgia because Malcolm never read the contract details effectively and hence signed the contract agreement without fully knowing the contract details. The case Smith v. Hughes, illustrates that an evidence should be there to indicate that the contract parties had each, from an objective standpoint, were involved in a conduct illustrating their acquiesce, as well as a contract formation will take place after the contract parties have fulfilled such a prerequisite2. An objective standpoint implies that it is only essential that an individual gives a notion of offering or accepting contract terms within the eyes of a reasonable individual, not that they in reality did want contract formation3. Therefore, in this case, it can be deduced that Malcolm was not a reasonable person when he signed the document because circumstances interfered with his judgment at this time. On the other hand, Malcolm signed the contract agreement which indicates that he had accepted the contract terms. Implied Contract Essentially, offer and acceptance does not always necessitate oral and written expression. Basically, an implied contract is one where some contract terms have not been expressed in words4. Accordingly, in this case, it can be argued that some contract terms had not been expressed in words in regard that there could have been agreement regarding what would happen in case Georgia wrongly fed the home pets and caused adverse effects to the animals due to her incorrect caring even though she had claimed she was an expert in home pet care. The contract between Malcolm and Georgia can thus be termed as an implied contract because there were some obvious terms that were not put forward during signing of the contract agreement. A contract implied in fact implies that the contract parties have arrived at an agreement even if they haven’t done it expressly5. An implied contract according to the law is also known as a quasi-contract since in actual fact, it is not a contract and this means that for the courts to remedy circumstances whereby one contract party would not be unreasonably enriched were he/she not obligated to compensate the other contract party6. For instance, in this case Georgia incorrectly fed the fish the rabbit food and the rabbit the fish food. This led to the death of his tropical fish as well as the rabbit losing its hair and extensive flood taking place and damaged both Malcolm’s furniture and house. Therefore, it is evident that Georgia was not proficient in home pet care as she had implied prior to their contract agreement and this implied that this could have been a quasi-contract. If is possible to prove that Georgia knew that she was not proficient in home pet care, the court can make him pay because of a quasi-contract. However, if this knowledge cannot be proved, Georgia would not be liable7. Integration Issues There are integration issues in that Georgia embodied the entire substance of the contract through writing and Malcolm just signed the contract agreement in haste. Basically, under the parol evidence rule, when two contract parties agree that their contract will be an absolutely integrated writing, then no preceding agreements or promises on the issue will be component of that contract8. As a result, a contractual issue can arise on if writing was meant to be ultimate, integrated expression of the contract, and if that is the case, whether entirely or partly integrated. In case it is established that it was not integrated, legal issues can arise whereby the promise or extrinsic writing are supposed to become a component of the contract. In this case, Georgia has promised that he was proficient in home pet care and therefore even though the contract agreement that Malcolm signed indicated that she would not be responsible for anything that could happen to the animals during her care, there are integration issues in that Malcolm can claim that the promise Malcolm made was should be considered as integrated expression of the contract. Misrepresentation Normally, representation is a fact statement that one contract party makes to the other contract party during their opening negotiations whose intention was for inducing the other contract party to get into that contract. It should be a fact statement and not a view. Thus a misrepresentation is a wrong statement made ingenuously and can be through: Positive statement: this entails making positive representation specification devoid any reasonable ground, truthfully believing it to be factual even if it is false. Breach of duty: This occurs when an individual breaches a duty of disclosing information and this give such a person an advantage through misleading the other party to his/her advantage9. When an individual persuades another individual even innocently to make a mistake about a subject agreement subject matter, such a person is making a misrepresentation. Therefore, in this case there is misrepresentation where Georgia induces Malcolm to believe that she is an expert in home pet care even though it turns out she is not due to the way she incorrectly fed the animals. Malcolm agreed to give Georgia the job because he believed she was proficient in that job due to Georgia’s conviction while she was not. Contract Breach Georgia breached the contract because she did not carry out her contract duties as per agreement. When they were forming this contract, the agreement was that Georgia would proficiently take care of the animals but she did not. Contract breach refers to the legal cause of action whereby a binding agreement is not honored10. This can be through non-performance. If one contract party fails to fulfill his/her contractual pledge, or seems unable to carry out the contract, such a person is said to have breached the contract. In this case, Georgia did not fulfill her contractual promise of effectively taking care of the animals and also she was not able to perform the contract and hence she breached the contract. Question 2 Whether Malcolm can Sue Georgia for Breach of Contract Malcolm can sue Georgia for breach of contract because Georgia did not fulfill her contractual promise of effectively taking care of the animals and also she was not able to perform the contract and hence she breached the contract. According to their agreement, Georgia was to take care of the animals and since she was an expert, the agreement was that she would perform the contract effectively but this was not the case since she did not know the correct food to feed the animals and hence fed the incorrectly contrary to the contract and hence she breached the contract11. Damages Vindictive Damages Malcolm can seek vindictive damages for Georgia for wrongfully leading him to believe that she was proficient in taking care of the animals while she was not. Generally, this compensation is specifically laid out for punishing the contract breach and sets an example to others not to commit comparable breaches in future12. Compensatory Damages Compensatory damages are damages that result from direct contract breach. In this case, Malcolm will seek damages for the animal that he lost as well as for the sick rabbit. The death of the fish and rabbit’s loss of fur was as a result of direct contract breach by Georgia because according to the contract she was expected to be a professional but these losses resulted from her mistake13. Consequential Damages These are the indirect outcomes of Georgia’s contract breach and hence Malcolm can sue for these damages14. These damages include the damaged furniture and house due to the rabbit food blocking the aquarium filter which caused extensive flooding. Does Georgia have any Claims against Malcolm? Georgia does not have any claims against Malcolm. This is because even though she had stated in her contract terms that she would not be liable for death or illness of tropical fish due to their specific vulnerabilities, the death of the tropical fish and the illness of the rabbit resulted from her breach of contract. In the contract she had maintained that she had the required knowledge to take care of the animals and that she maintained the highest standards in animal care. This was not the case because she fed the animals incorrectly resulting to death of the fish and rabbit’s illness. She did not fulfill her contract agreement promise and the reason Malcolm withdrew the payment. Basically, in breach of contract, a contract party does not carry out the agreement terms and thus the breaching party ought to have considered the cost to carry out the terms and hence “keep” that cost if he/she fails to perform and such party is not entitled to any claims15. Similarly, Georgia did not perform the contract terms of giving the correct care to the animals and hence she should “keep” the costs of not performing which is not getting her pay. Therefore, Georgia does not have any claims against Malcolm. References Books Atiyah, P.S, The Rise and Fall of Freedom of Contract, (Clarendon Press, 2006) Dixon, B, Contract Law, (Oxford University Press, Ed 3, 2009). Ewan McKendrick, Contract Law - Text, Cases and Materials, (Oxford University Press, 2005). Glanville Williams, Teaching the Law, (Stevens, Ed 11 1982) Randy Barnett, Contracts, (Aspen Publishers, 2003). Scott Fruehwald, Reciprocal Altruism as the Basis for Contract, (University of Louisville Law Review, 2009). Case Smith v Hughes (1871) LR 6 QB 597 Read More