Graham Evans Pty Ltd v Stencraft Pty Ltd [1999] FCA 1670

Graham Evans Pty Ltd v Stencraft Pty Ltd [1999] FCA 1670

The parties entered into a binding agreement during the 12 May 1994 telephone conversation on the terms contained in the 9 May offer, the 10 May memorandum and the specific matters discussed in that conversation. Objectively, the respondent accepted the appellant's offer and intended immediate legal relations, although both parties expected that the agreement would later be superseded by a negotiated written contract based on AS 2124. The later draft documents and alleged differences about scope did not prevent formation or certainty because the contract had already been made and those matters related to later documentation or non-essential deferred issues.

Jurisdiction
Australia
Judgment Date
30 November 1999
Procedural Posture
Contract Law Appeal Concerning Alleged Breach of Construction Contract / Appeal From a Single Judge of the Federal Court of Australia Dismissing a Claim for Damages for Breach of Contract
Outcome
Appeal allowed; judgment below set aside; judgment entered for the appellant against the respondent.
Legal Topics
['formation of Contract' 'offer and Acceptance' 'intention to Create Legal Relations' 'certainty of Terms' 'construction Contracts' 'masters V Cameron Categories' 'agreement Subject to Later Formal Contract']
['contract Law'] ['formation of Contract' 'offer and Acceptance' 'intention to Create Legal Relations' 'certainty of Terms' 'construction Contracts' 'masters V Cameron Categories' 'agreement Subject to Later Formal Contract']

Case Brief

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Procedural Posture

Contract Law Appeal Concerning Alleged Breach of Construction Contract / Appeal From a Single Judge of the Federal Court of Australia Dismissing a Claim for Damages for Breach of Contract

Legal Issues

  1. 1 ["Whether the appellant's 9 May 1994 offer and 10 May 1994 memorandum constituted an offer capable of acceptance." 'Whether the respondent accepted that offer during the telephone conversation on 12 May 1994.' 'Whether the parties intended to be immediately bound despite expecting to execute a later contract based on AS 2124 with amendments.' 'Whether alleged differences about scope, price, display units, formwork, paving and landscaping meant there was no concluded or sufficiently certain agreement.']

Ratio Decidendi

The parties entered into a binding agreement during the 12 May 1994 telephone conversation on the terms contained in the 9 May offer, the 10 May memorandum and the specific matters discussed in that conversation. Objectively, the respondent accepted the appellant's offer and intended immediate legal relations, although both parties expected that the agreement would later be superseded by a negotiated written contract based on AS 2124. The later draft documents and alleged differences about scope did not prevent formation or certainty because the contract had already been made and those matters related to later documentation or non-essential deferred issues.

Court Disposition

Appeal allowed; judgment below set aside; judgment entered for the appellant against the respondent.

Orders

  • ['The appeal be allowed.' 'The judgment below be set aside.' 'Judgment be entered for the appellant against the respondent in the sum of $800,000 with interest at 8% per annum from 1 January 1995 to the date of judgment.']