Construction Law: Analyzing Contractual Elements and Legal Binding

This case study delves into the critical elements of contract law within the context of a construction scenario. It examines the legal requirements for establishing a binding contract, including offer, acceptance, consideration, intention to create legal relations, and certainty of terms. The analysis focuses on a situation where an initial offer is met with a counter-offer, altering the original terms. Drawing upon relevant case law, such as Walford v Miles and Reveille Independent LLC v Anotech International (UK), the study assesses the legal implications of these interactions. It highlights the importance of clear communication and agreement on all essential terms to form a legally enforceable contract, while also addressing the potential for acceptance by conduct and the possibility of revoking offers before formal acceptance. This document, contributed by a student, is available on Desklib, a platform offering a wide range of study tools and solved assignments.

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Construction Law
For any establishment of a contract there are five legal elements that must be met, an
offer, acceptance, consideration, intention to create legal relationship, and certain terms (The
Law Handbook, 2018). Melisa what you received from Sam should not be legally binding
because it is clear that he failed to meet the above elements of a contract. Instead of accepting the
offer, he provided a counter-offer with an increased price, his own payment terms, and omitted
the terns and the conditions outline in your first offer. When one is negotiating the terms of the
contract, he or she needs to ensure that the conditions are clearly stated and agreed up on by all
parties (Borlace, 2017). Being that Sam gave out his own offer with new terms of payment, it
means that he is still negotiating. However, according to the decision made by the House of
Lords in the case Walford v Miles (1992), negotiations in relation to a contract would not result
to a binding legal agreement (Uff, 2013). On the other hand, there was no impact of Sam’s email
because he failed to accept your terms. As a result you are not legally bound.
Consequently, for you to complete the contract, you will have to formally accept Sam’s
offer. From the two offers, it is clear to say that both of you have intention to create a contract. In
such cases, the court believes that when the two parties negotiate a deal, their intention is to
reach an agreement that may be legally binding (Uff, 2013). But this can be avoided if the
negotiation continues. Based on the certainty, the law requires that two parties must understand
what they are getting into and what standards. A contract should be clear and certain enough in
such a way that any third party may understand. If the contract fails to include all necessary and
essential terms such as the completion date, implied terms may be used to make it complete
(Rees, 2016). If you may fail to respond to Sam’s email, there court may assume that you
accepted the Sam’s offer and, you might be legally bound. Fox example, Melisa’s offer indicated

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a cost of £ 45,000, while Sam wanted to be paid, meaning that the offer did not correspond to the
acceptance. However, if the work starts, it will be assumed that you accepted Sam’s email by
conduct. Acceptance by a conduct is a principle recognized by law and is legally binding. It is
evident in the case Reveille Independent LLC v Anotech International (UK) (2016) (Borlace,
2017). In this case, it was held that binding and enforceable contract existed between parties
because they had agreed to the terms of the contract by their conduct.
To conclude with, a contract cannot be complete if there is no acceptance even if there is
intent by both the parties involve. Therefore, you can still revoke the offer from Sam if you so
wish or bargain with him so that to come to an agreement before the implementation of the
contract.

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References
Borlace, J-S (2017). A Mad Tea Party: The role of clarity and common sense in the
interpretation of construction contract. Society for Construction law, London. Paper
D201,
Rees, P (2016). Where are we now on the interpretation of contracts? A Cloak and dagger tale.
Society for Construction Law, London. Paper 196.
The Law Handbook. (2018). Elements of a contract - The Law Handbook. [online] Available at:
http://www.lawhandbook.org.au/2018_07_01_03_elements_of_a_contract/ [Accessed 28
September 2018]
Uff, J. (2013). Construction law (11th ed.).