2023 Contract Law Question 1 — LawShortcut Independent Model Answer

Scenario summary

Mary runs an IT company and needed a specialised piece of equipment for a project she had coming up. She approached Techno Suppliers Ltd, went through what she needed with their sales representative, Josephine, and the two of them agreed the price and the specifications.

Josephine then emailed Mary confirming the agreement on Techno’s usual terms and conditions, which were attached to that email. Two things in those terms matter. They required a 30% deposit to be paid on acceptance. And they provided that any breach of the contract would make agreed compensation of 30% of the contract price payable immediately, so far as it had not already been paid by way of the deposit.

Mary read the email. She never opened the attachment. She replied: “That’s great! Pleasure to do business with you. I will get back to you on the details.”

A week later Mary found another supplier at a lower price. She decided to go with the new supplier and emailed to say she would not be proceeding with Techno Suppliers Ltd.

Josephine’s position is that Mary’s email was an acceptance which concluded a binding contract, and that if Mary will not proceed she must pay the agreed damages of 30% of the purchase price. Mary, having now read the terms for the first time, replied: “We never had a binding contract but were still in negotiations on the details and in any event I had not paid the 30% deposit required to make the contract binding.”

Candidates are asked to discuss critically the position of the parties under the law of contract.

This is a LawShortcut scenario summary written in our own words. For the exact examined wording, use the official King’s Inns paper linked above.