Analyzing Invitation to Treat: A Business Law Case Study on Zap-Clean

This case study examines the legal principle of 'invitation to treat' in business law, focusing on a scenario where Emily purchases 'Zap-Clean' based on an advertisement promising to remove all ink stains, with a RM 500 reward if it fails. The analysis applies Malaysian contract law, referencing the Contracts Act 1950, and differentiates between an invitation to treat and a unilateral offer, drawing parallels with landmark cases like Carlill v. Carbolic Smoke Ball Company. The study concludes that the Zap-Clean advertisement constitutes a unilateral offer due to its clear terms, consideration, and intention to be legally bound, suggesting that Emily's claim would likely succeed. The study also provides a list of references of legal cases and acts.

Invitation Treat in Business Law
INVITATION TO TREAT IN BUSINESS LAW
Student Name
Class (Course)
Professor (Tutor)
School (University)
The City and State
Date

Invitation Treat in Business Law 1
Introduction
A complete agreement is reached whenever the offeree accepts the offer made by the
offeror. There a difference between an invitation to treat and an offer but at sometimes, an
invitation to treat can amount to an offer. In explaining this rationale, this paper will a case
scenario of Emily who bought ‘Zap-Clean through an advertisement placed by the manufacturer,
which stated: ‘Zap-Clean will remove all ink stains. GUARANTEED TO WORK. RM 500 will
be paid to you if Zap-Clean fails to work’.
Rule of law
In Malaysia contract law, an offer is referred to as a proposal. In (Contracts Act,
1950)section 2(b), a contract is reached only after there have been an acceptance of the proposal.
The general rule is that an agreement is formed only after when an offer is accepted by the
offeree, and this offer must have definite terms, consideration, and intention to be legally bound.
An advertisement is held as an invitation to treat. An invitation to treat is usually held as an
inducement to invite the other party to come and make the offer (Stone and Devenney, 2017, p.
37). However, the common law holds any invitation that clearly states the terms, consideration,
and intention to be legally bound as a complete offer.
Application
In the law of contract, advertisements are supposed to be treated as a mere invitation to
come and make an offer but they are not to be construed as an offer. However, advertisements
which clearly provides definite terms of acceptance such as the price, or intention to be legally
bound may be interpreted as an offer especially in unilateral contracts. This rationale is provided
in section 2(a) of the contract law where the law states that when one party demonstrates to the
other its willingness to perform or abstain from performing anything with the intention of

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gaining the assent of the other party, such statement would be interpreted as an offer (Contracts
Act, 1950).
In (Eckhardt Marine GMBH v Sheriff, High Court of Malaya, Seremban & Ors, 1974),
the court found that the letter made by the appellant was an offer instead of an invitation to treat.
In this case, the appellant’s letter was a response from the defendant’s advertisement, but the
defendant had acted upon the letter that was provided by the appellant. The ruling followed the
common law principles of unilateral and bilateral contract. The principle was explained in the
case of (Partridge v. Crittenden, 1968) where the conviction of the defendant had resulted from
an advertisement of a sale of bramble finches. The two reasons why an invitation to treat in a
bilateral contract cannot amount to an offer is because the invitation leaves room for further
bargain. Secondly, the offeror needs to ensure that the offeree can afford to raise enough money
for the price before contracting. Additionally, the case of (Grainger & Son v. Gough, 1896)
provided that advertisements in bilateral contracts cannot create an offer since it would have
meant that the defendant would have been obliged to provide unlimited quantities of wine
whenever anyone from anywhere accepted the order. The case of Emily and Zap clean
manufactures would not fit as these two situations as it is a unilateral contract.
The advertisements in unilateral contracts where they provide the price, intention to be
bound, and consideration are regarded as offers instead of invitations to treat. An example of
such a ruling was held in (Carlill v. Carbolic Smoke Ball Company, 1892). In this case, the
defendant advertised a device claiming that it was effective in preventing someone from
contracting influenza. The defendant had gone ahead to state that there was to be an award to
anyone who contracted the flu having used the device. However, the claimant contracted the flu

Invitation Treat in Business Law 3
yet she had used the device in the right way. The court estopped the defendant from asserting that
the advertisement was an invitation to treat.
The similar situation applies to the case of Emily and the Zap Clean company. This was
unilateral offer. There was an intention to be bound by the promise as the Zap Clean
manufacturers had provided a guarantee that there would be a reward in case the device failed.
There was also a consideration of RM 500 which shows that the defendant was indeed providing
an offer, and the terms were clear that there was no indication of a requirement for further
negotiation. The situation cannot be termed as a bilateral contract since the offer is made to the
entire world. Therefore, any person from anywhere can accept the offer.
Conclusion
The action by Emily would succeed. The Zap Clean company made a unilateral offer
where all the terms are clear, and the intention to be bound was also clear.

Invitation Treat in Business Law 4
Reference
Carlill v. Carbolic Smoke Ball Company (1892) EWCA Civ.
Contracts Act (1950).
Eckhardt Marine GMBH v Sheriff, High Court of Malaya, Seremban & Ors (1974) 2 MLJ 114.
Grainger & Son v. Gough (1896) AC.
Partridge v. Crittenden (1968) WLR 1.
Stone, R. and Devenney, J. (2017) The Modern Law of Contract. Taylor & Francis.

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