Question:
Discuss about the IRISH LAW and STATUTES.
There are certain elements of a contract, the presence of which helps in formulation of valid and legally binding contract. The components of a contract the presence of which helps in formulation of legally binding contract are:
- Something of value/ Consideration
- Agreement between two parties
- Intention of formulation of legal relations
One of the integral preconditions for the establishment of legally binding contract, under Irish Contract Law is agreement. For the purpose of arriving to an agreement either of the party is needed to be provided with an offer followed by its acceptance by the other party. The acceptance of the provided offer is needed to be in the absence of any kind of qualification and the provided offer is needed to be transparent, clear and unambiguous (Gorry, 2018). The provided offer may be written or oral in nature that can be provided to one or more than one individual. It may be terminated by its acceptance, rejection, counter offer or offer being withdrawn prior its acceptance. The existence of an offer is not for unlimited period which lapses followed by a reasonable period. An offer may be binding only when it is accepted. Similarly, acceptance of an offer is needed to be clear, unconditional and unambiguous for the purpose of its validity (Lawyersireland, 2016). An offer may be accepted orally, in written or made clear from the conduct by the accepting party. Thus the presence of these two elements would result in agreement of a contract.
An agreement may turn out to enforceable in nature only if the parties involved in the contract have an intention of entering into legal relations. Social contracts or agreement are not legally binding whereas business agreements are usually considered to be legally binding. Until the involved parties agrees to the terms and conditions of the, it lacks intention of formulating a legal relations.
An integral part for formulating a legally binding contract is consideration. The price an individual pays for certain services may be considered as consideration (McKendrick, 2014). On the part of involved parties in a contract he/she needs to provide with certain consideration in order to make a contract legally binding which is needed to have legal value.
The parties involved in are needed to have legal capacity for the purpose of entering in a contract. Individuals like minor, individuals having mental issues, are considered to be lacking capacity of entering in a legally binding relations.
Thus, the presence of the above discussed elements in a contract results it being legally binding between the involved parties. In this context, the case of Carilion Construction Ltd v Woods Bagot Europe Ltd & Ors [2016] EWHC 905 (TCC) (28 April 2016) is mentionable here (Eversheds-sutherland, 2016). It dealt with the issue of extension of time, whether it is supposed to continue since the existing data for the purpose of completion and if the agreement of the contractor with employer associated with its liability for damage liquidation associated with building contract eliminated its liability resulting prevention from any kind of claim against the sub-contractors (Chen-Wishart, 2012).. In this context, the court provided with the declaration that as per the terms of the contract the liability of the contractor to the employer was not eliminated and the time extension is needed to be added. On the basis of the above discussed case, the relevance of contractual terms and conditions, mentioned offer can be clearly observed.
For the validity of a contract, as already stated, agreement between the involved parties to refrain from doing something or to do something is integral. For the purpose of ascertaining the validity of a contract under Irish contract law, acceptance, offer and consideration is integral. In this case, it may be observed that the offer provided on the part of one of the parties which consists of the work to be performed and the price associated has been specified that has not been completely agreed on the part of the other associated party in the contract (Irishstatutebook, 2018). The other party, though have undertaken the work have not agreed on the price. This clearly reflects the lack of acceptance of the offer specified in the contract. It is due to the fact that under Irish Contract Law, it has been specified that for the purpose of formulation of a valid contract, the presence of the aspect of agreement is essential wherein on the part of one of the party it is required to provide with clear and specific offer (Poole, 2016). In this case it may be observed that one the part of the offeror specifications associated with the works that the other party is needed to perform along with price that the offeror will pay for it has been specified in the contract. Herein for the purpose of ascertaining the validity of the acceptance, in regards to the offer provided on the part of the, offerer, it is essential for the offeree to provide with clear, unconditional and unambiguous acceptance. In this case it may be observed that it is not that case. The offer provided on the part of the offeror has not been unconditionally accepted on the part of the offeree, having disagreement with the price for the work. In such a case, wherein disagreement occurs with specific terms of the contract, it results in lack of agreement with the contract on the part of the involved parties. In addition to that, on the basis of the mirror image rule it is essential on the part of the offeree, to accept the offer as it is, which may not be observed in this case (Poole, 2014).. In such a case, wherein the acceptance of the offer does not reflect the provided offer it may lead to counter-offer wherein no agreement is present. Thus the absence of the agreement in the contract would result in considering the particular contract to be unenforceable contract by the court. Due to considering the contract as unenforceable one, the courts will not implement the contract which mainly occurs due to missing or absence of certain aspect of the contract (Smits, 2017). In mentioned case, it may be observed that the aspect of agreement of a contract was missing which will result in considering it to be an unenforceable contract leading to non-implementation of the contract by the court.
The increased development of technology and its increased use in our day to day life has resulted in increased impact on the business functioning and the process of contract formation in this process (Arthurcox, 2011). It is due to the ease and speed at which information with the help of email may be disseminated have resulted in considering email and chin of email correspondence as a legally binding way of agreement (Irishstatutebook, 2018). Thus any agreement that has been provided with the help of email will be considered to be legally binding.
In case of agreement in a contract with the help of email receipt rule is the prime rule which is applicable in Ireland. However there are certain exceptions as well, wherein postal rule is mentionable one.Under postal rule, if acceptance is sent with the help of telegram or post, is only considered to be effective when it has been dispatched or communication of telegram to the desired individual (Law, 2018). From the moment of dispatch of information, withdrawal of offer, even if it has been sent previously will not be considered to be effective. Even if the offeror do not receive a telegram or letter, the acceptance of the offer will be considered to be effective followed by the conclusion of the contract. The contract will be considered to be concluded unless in its delay or loss the offeree is in no way at fault. Conclusion of the contract may be prevented with the help of sending an overtaking withdrawal of the acceptance. The postal rule is only applicable in those cases wherein the use of post is reasonable. In case of acceptance which has been made with the help of immediate means of communication as observed in this case, the means of communication is email, in such cases the main rule is applicable wherein it is essential on the part of the offeror to receive the acceptance from the offeree. In such cases Electronic Commerce Act 2000 is also needed to be taken into considered. Under this act, agreement sent with the help of email will be considered to have been sent only when the information enters the first information system as specified under section 21(1) of the act (Heinonline, 2007). This section of the act also specifies that when information is sent through email wherein postal rule is not applicable, the time when email is received will be taken into consideration rather than that time when it was sent. Thus, in case of agreement with the help of email the above discussed rules and legislations will be applicable.
In case of breach of contract when the aggrieved party makes a claim, on the part of the court, the amount of monetary damages needed for placing the plaintiff in a position which he/she would have been occupied in the effective performance of the terms of the contract. When it is established that a valid contract existed, on the establishment of its breach, the plaintiff is provided with the complete recovery of the loss (kwlaw, 2017). The method of calculating the extent of damage is based on the details associated with argument and the nature of breach. In certain cases the contract mentions a method of loss assessment. In other cases the Court relies market value of the associated items. In such cases, the court entitles to the aggrieved part for the complete compensation of the loss which may include reimbursement for any kind of expenses due to the breach of the contract along with costs of mitigation for the continuing loss. The direct and natural impact for the breach of contract will be compensated that is ensured on the part of the court (Businessandlegal, 2016). However, on the part of the court no damages will be awarded which have not association with the wrongful act of the defendant.
In awarding compensation, the behavior of the defendant will also be considered wherein aggrieved party will be awarded for punitive or aggravated damages along with the compensation awarded to the aggrieved party for the breach of the contract (Businessandlegal, 2016).
References
Arthurcox. (2011). Construction Law Briefing Something to Reply Upon? Formation of Contracts. [online] Available at: https://www.arthurcox.com/wp-content/uploads/2014/01/Arthur-Cox-Formation-of-Contracts-April-2011.pdf [Accessed 16 Apr. 2018].
Businessandlegal. (2016). Damages in Civil Actions in Ireland. [online] Available at: https://businessandlegal.ie/tag/general-damages [Accessed 16 Apr. 2018].
Chen-Wishart, M. (2012). Contract law. Oxford University Press.
Eversheds-sutherland. (2016). Top three construction cases: June 2016- Publications – Eversheds Sutherland. [online] Available at: https://www.eversheds-sutherland.com/global/en/what/articles/index.page?ArticleID=en/Construction_And_Engineering/Top_three_construction_cases_June_2016 [Accessed 16 Apr. 2018].
Gorry, T. (2018). Contract Law in Ireland-the Essentials. [online] businessandlegal. Available at: https://businessandlegal.ie/contract-law-in-ireland-the-essentials [Accessed 16 Apr. 2018].
Heinonline. (2007). The Effect of the Electronic Commerce Act 2000 on the Operation of the Postal Rule 1 Irish Business Law Quarterly 2005-2006. [online] Available at: https://heinonline.org/HOL/LandingPage?handle=hein.journals/iblq1&div=31&id=&page= [Accessed 16 Apr. 2018].
Irishstatutebook. (2018). electronic Irish Statute Book (eISB). [online] Available at: https://www.irishstatutebook.ie/ [Accessed 16 Apr. 2018].
kwlaw. (2017). Damages for Breach of Contract. [online] Available at: https://www.kwlaw.net/damages-for-breach-of-contract/ [Accessed 16 Apr. 2018].
Law. (2018). Section 2 Offer and Acceptance. [online] Available at: https://www.law.kuleuven.be/personal/mstorme/c2-2.pdf [Accessed 16 Apr. 2018].
Lawyersireland. (2016). Contract Law in Ireland. [online] Available at: https://www.lawyersireland.eu/contract-law-in-ireland [Accessed 16 Apr. 2018].
McKendrick, E. (2014). Contract law: text, cases, and materials. Oxford University Press (UK).
Poole, J. (2014). Casebook on contract law. Oxford University Press, USA.
Poole, J. (2016). Textbook on contract law. Oxford University Press.
Smits, J. M. (Ed.). (2017). Contract law: a comparative introduction. Edward Elgar Publishing.
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