BetterLawNotes-5 (2)

CONTRACT LAW

The rule about communication is an inference drawn for the offeror’s benefit. The offeror can dispense with, that is waive his right to, the requirement for communication. This will often occur in the context of unilateral contracts and was held to have occurred in the Carlill case:

‘. . . as notification of acceptance is required for the benefit of the person who makes the offer, the person who makes the offer may dispense with notice to himself if he thinks it desirable to do so, and I suppose there can be no doubt that where a person in an offer made by him to another person, expressly or impliedly intimates a particular mode of acceptance as sufficient to make the bargain binding, it is only necessary for the other person to whom such offer is made to follow the indicated method of acceptance; and if the person making the offer, expressly or impliedly intimates in his offer that it will be sufficient to act on the proposal without communicating acceptance of it to himself, performance of the condition is a sufficient acceptance without notification.’

Carlill v Carbolic Smoke Ball Co [1893] 1 QB 256, 269-270 (Bowen LJ).

There was no need for Mrs Carlill to notify the Company that she had accepted their offer. Why did the Court of Appeal think that this inference was justified? After all, the company had not expressly stated that it did not require notification of acceptance. Why was this to be inferred?

‘If I advertise to the world that my dog is lost, and that anybody who brings the dog to a particular place will be paid some money, are all the police or other persons whose business it is to find lost dogs to be expected to sit down and write me a note saying that they have accepted my proposal? Why, of course, they at once look after the dog, and as soon as they find the dog they have performed the condition. The essence of the transaction is that the dog should be found, and it is not necessary under such circumstances, as it seems to me, that in order to make the contract binding there should be any notification of acceptance. It follows from the nature of the thing that the performance of the condition is sufficient acceptance without the notification of it, and a person who makes an offer in an advertisement of that kind makes an offer which must be read by the light of that common sense reflection. He does, therefore, in his offer impliedly indicate that he does not require notification of the acceptance of the offer.’

Carlill v Carbolic Smoke Ball Co [1893] 1 QB 256, 270 (Bowen LJ).

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