Offer(proposal ) contract act short study notes

C o m p i l e d a n d W r i t t e n b y F r e e L e g a l A i d C e l l Page 1
CONTRACT ACT : STUDYNOTES FORLAW STUDENTS 2019

Offer
Offer(i.e. Proposal) [section 2(a)]:-
When one person signifies to another his willingness to do or to abstain from doing
anything, with a view to obtaining the assent of that other person either to such act or
abstinence, he is said to make a proposal.
To form an agreement or contract, there mustbe at least two elements – one offer andthe other
acceptance. Thus offeris the foundationofany contract.
“When one person signifies to another his willingness to do or to abstain from doing
anything, with a view to obtaining the assent of that other to such act or abstinence, he is
said to make a proposal.”
A proposal is a promise to be bound on particular terms.
The person who makes an offer is called “Offeror” or “ Promisor” and the person to whom
the offer is made is called the Offeree” or “Promisee”.
Example
Mr. A says to Mr. B, “Will you purchase my car for Rs.1,00,000?” In this case, Mr. A is
making an offer to Mr. B. Here A is the offeror and B is the offeree.
Essentials elements of an offer:-
(1) There must be two parties.
(2) The offer must be communicated to the offeree.
The offer is completed only when it has been communicated to the offeree. Until the offer is
communicated, it cannot be accepted.
Thus, an offer accepted without its knowledge, does not confer any legal rights on the
acceptor.
Example:
A’s nephew has absconded from his home. He sent his servant to trace his missing
nephew. When he servant had left, A then announced that anybody who discovered the
missing boy, would be given the reward of Rs.500. The servant discovered the missing
boy without knowing the reward. When the servant came to know about the reward, he
brought an action against A to recover the same. But his action failed. It was held that the

servant was not entitled to the reward because he did not know about the offer when the
discovered the missing boy.
[Lalman Shukla v. Gauri Datt (1913) All LJ 489]
The offer must show the willingness of offeror. Mere telling the plan is not offer.
The offer must be made with a intention to obtaining the assent of the offeree.
An offer may involve a positive act or abstinence by the offeree.
The offer must be certain definite and not vague unambiguous and certain.
Example:
A offered to sell to B. ‘a hundred tons of oil’. The offer is uncertain as there is nothing to
show what kind of oil is intended to be sold.
3. The offer must be capable of creating legal relation. A social invitation is not create legal
relation.
Example:
A invited B to a dinner and B accepted the invitation. It is a mere social invitation. And A will not be
liable if he fails to provide dinner to B.
Example:
A tells B’ that be desires to marry by the end of 2008, if does not constitute an offer of
marriage by A’ to B’ A further adds will you marry me. Then it became offer.
Offer Invitation to offer
Person shows his willingness to enter into a contract,
it is called as an offer
Purpose of entering into contract
Result in contract
Example Application filled in by a prospective
applicable to the Institution, a student seeking
admission in educational Institution.
Person invites offer to make an offer to him.
Purpose to enter into offer
Results in offer.
Example Issue of advertisement for jobs by a
Company, an education Institution.

KINDS OF OFFER
Express offer - When the offeror expressly communication the offer the offer is said
to be an express offer the express communication of the offer may be made by
Spoken word
Written word
II. Implied offer – when the offer is not communicate expressly. An offer may be implied
from:-
The conduct of the parties or
The circumstances of the case
III. Specific:- It means an offer made in
(a) a particular person or
(b) a group of person: It can be accepted only by that person to whom it is made
communication of acceptance is necessary in case of specific offer.
IV. General offer: - It means on offer which is made to the public in general.
General offer can be accepted by anyone.
If offeree fulfill the term and condition which is given in offer then offer is accepted.
Communication of acceptance is not necessary is case of general offer
Example
Company advertised that a reward of Rs.100 would be given to any person who would suffer
from influenza after using the medicine (Smoke balls) made by the company according to the
printed directions.
One lady, Mrs, Carlill, purchased and used the medicine according to the printed directions of
the company but suffered from influenza, She filed a suit to recover the reward of Rs.100. The
court held that there was a contract as she had accepted a general offer by using the medicine
in the prescribed manner and as such as entitled to recover the reward from the company.
Carlill v Carbolic Smoke Ball Co. 1893
Cross offer: - When two parties exchange identical offers in ignorance at the time of each
other’s offer the offers are called cross offer.
Two cross offer does not conclude a contract. Two offer are said to be cross offer if they are
made by the same parties to one another
Each offer made in ignorance of the offer made by the the terms and conditions contained in
both the offers’ are same.
Example: A offers by a letter to sell 100 tons of steel at Rs.1,000 per ton. On the same
day, B also writes to A offering to buy 100 tons of steel at Rs.1,000 per ton.
When does a contract come into existence: - A contract comes into existence when any of
the parties, accept the cross offer made by the other party.

Counter offer: - when the offeree gives qualified acceptance of the offer subject to modified
and variations in the terms of original offer. Counter offer amounts to rejection of the
original offer.
Legal effect of counter offer:-
(1) Rejection of original offer
(2) The original offer is lapsed
(3) A counter offer result is a new offer.
In other words an offer made by the offeree in return of the original offer is called as a
counter offer.
Example:
A offered to sell his pen to B for Rs.1,000. B replied, “ I am ready to pay Rs.950.” On A’s refusal
to sell at this price, B agreed to pay Rs.1,000. Held, there was not contract as the acceptance to
buy it for Rs.950 was a counter offer, i.e. rejection of the offer of A. Subsequent acceptance to
pay Rs.1,000 is a fresh offer from B to which A was not bound to give his acceptance.
Termination of offer
An offer should be accepted before it lapses (i.e. comes to an end). An offer may come to an end
in any of the following ways stated in Section 6 of the Indian Contract Act:
1. By communication of notice of revocation: An offer may come to an end by
communication of notice of revocation by the offeror. It may be noted that an offer can
be revoked only before its acceptance is complete for the offeror. In other words, an
offeror can revoke his offer at any time before he becomes before bound by it. Thus, the
communication of revocation of offer should reach the offeree before the acceptance is
communicated.
2. By lapse of time; Where time is fixed for the acceptance of the offer, and it is not acceptance
within the fixed time, the offer comes to an end automatically on the expiry of fixed
time. Where no time for acceptance is prescribed, the offer has to be accepted within
reasonable time. The offer lapses if it is not accepted within that time. The term
‘reasonable time’ will depend upon the facts and circumstances of each case.
3. By failure to accept condition precedent: Where, the offer requires that some condition
must, be fulfilled before the acceptance of the offer, the offer lapses, if it is accepted
without fulfilling the condition.
4. By the death or insanity of the offeror: Where, the offeror dies or becomes, insane, the
offer comes to an end if the fact of his death or insanity comes to the knowledge of the
acceptor before he makes his acceptance. But if the offer is accepted in ignorance of the
fact of death or insanity of the offeror, the acceptance is valued. This will result in a
valid contract, and legal representatives of the deceased offeror shall be bound by the
contract. On the death of offeree before acceptance, the offer also comes to an end by
operation of law.
5. By counter – offer by the offeree: Where, a counter – offer is made by the offeree, and then
the original offer automatically comes to an end, as the counter – offer amounts to
rejections of the original offer.

6. By not accepting the offer, according to the prescribed or usual mode: Where some
manner of acceptance is prescribed in the offer, the offeror can revoke the offer if it is
not accepted according to the prescribed manner.
7. By rejection of offer by the offeree: Where, the offeree rejects the offer, the offer comes to
an end. Once the offeree rejects the offer, he cannot revive the offer by subsequently
attempting to accept it. The rejection of offer may be express or implied.
8. By change in law: Sometimes, there is a change in law which makes the offer illegal or
incapable of performance. In such cases also, the offer comes to an end.

Offer(proposal ) contract act short study notes

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Offer(proposal ) contract act short study notes