#9103 - Contracts Case Summaries

Case	Framework Developed	Stands for:
Addis		Early case- no awarding of DMs for mental suffering. Ct neglected reasonable foreseeability and viewed emotional DMs as a strictly punitive matter.
AG v. Blake		Novel case not yet fully adopted. Restitutionary DMs can be awarded w/o financial loss if P had legitimate interest in prevent D’s profit making activity and if breach is serious.
Anglia TV		Wasted expenditure lost prior to K can be recovered if reasonably foreseeable but cannot be recovered in conjunction w/ loss of profits (either reliance or expectation- reliance if expectation is too speculative).
Bollenback		Restitution is an appropriate remedy for good faith policies but it can only pay for losses incurred after K was breached.
Butler		Presents alternative approach to battle of the forms in which all docs are examined to determine where there is agreement. Has not been adopted- offer and acceptance analysis prevails (last K = terms which are binding).
Byrne v. Leon Van Tienhoven		Revocation is not binding until it is received bc party making offer has ability to control risk.
Carson v. Willits		Difficulty in ascertaining DMs does not mean DMs are not awarded.
Co-operative Insurance		Contrast to Tannenbaum – SP refused due to amount of enforcement required and potential unjust enrichment. Ct will not force D to continue uneconomic business.
Charter v. Sullivan		Affirms Thompson- to show that a P has lost a sale, supply of the good must be greater demand.
Denton		Broad def of acceptance but was later ltd in subsequent cases to point at which purchase is made.
Dickinson		A promise (offer) is not binding. Unusual case in terms of def w/drawal- normally w/drawl must be clearly communicated.
Eliason		Party making offer controls mode of acceptance (must be reasonable). If there is no acceptance = no K. No new terms can be added after K is accepted.
Empress Towers		Cts can imply terms into K to support business ease (policy). Unusual to imply good faith, although they did here.
		Application of postbox rule applies to new technology- rule does not apply bc of instantaneous nature of technology- acceptance is constituted when it is received; K is made where it is received. Typical of how cts interpret instantaneous communication.
Fidler	-2 factors that must be met to determine if mental distress is foreseeable: 1) object of K was to secure psych benefit 2) degree of suffering is sufficient to warrant compensation	P can claim for mental distress is foreseeable and object of K is to secure psych benefit and suffering from breach warrants compensation. Expanding DMs for mental distress into field of expectation DMs in insurance K. No “indep actionable wrong” is necessary for DMs to be awarded for mental distress if it flowed from breach itself.
Finelli		Affirms duty to mitigate- where a party repudiates or rescinds before K work has begun, P not entitled to recover cost of performing. Ct does not want to be involved in enforcing SP.
Foley		Affirmation of looking to parties past conduct in determining certainty if K existed. Ct will consider intention of parties to read in terms into K in attempt to fill ambiguity in a K (here read in reasonable price).
Gilbert Steel		Unless a K’al variation is supported by consideration, it is not enforceable. Application of precedent- consideration must be something of substance given and performance of original K is not adequate.
Groves		Highlights ability of courts to award DMs for things of non-monetary value.
Hadley	1. P can recover for consequences if they are reasonable foreseeable. 2. P can only recover for “special circumstances” arising from breach where those special circumstances were communicated to D.	Affirms “reasonable foreseeability” test in awarding DMs. Special circumstances resulting from breach must be communicated to D.
Hamer v. Sidway		Consideration can be a detriment to promisee (neg covenant).
Hawkins		Unusual case that shows analysis of expectation DMs.
Harris v. Watson		Cts look at context of K and policy reasons to determine if there is consideration. Consideration is not enforceable if it is made under duress or will have negative policy implications.
Henthorn v. Fraser	-Postbox rule- if post is reasonable means of communicating acceptance, then acceptance is complete as soon its posted (not when it is received). -Exceptions: when another mode of acceptance is specified or when post is not reasonable means of communicating K (other party needs to know K is formed thru post).	Classic application of postbox rule.
Horne		Unusual case- narrow definition remoteness- communication of special circumstances insufficient unless there is express acceptance of allocation of risk,
Howell Securities v. Hughes		Postbox rule does not apply to option K- acceptance occurs at reception. Option K are typically interpreted strictly by the cts in terms of correspondence and timeframe.
Hilias		K will interp a K as existing if parties’ previous conduct shows it was operating as a K. Cts will make K for parties if K exists not in language of law but it is inferable.
Jarvis		Where intangible DMs were reasonably foreseeable in breach and psych benefit was essential to K, compensation will be awarded.
Johnston		Distinguishes an offer from a quotation of prices and invitation to treat- an offer must be complete w/details (quantity, availability, etc.).
Keays		Limits Fiddler and Whiten. Only when employer acts in extreme bad faith will pun DMs be awarded.
Larkin		Decision to accept or w/draw must be communicated to other party in order to be binding- policy reason- it makes parties accountable and reliable.
Lefkowitz		An offer is constituted if it promises performance. Once made K cannot be w/drawn or altered.
Manchester Diocesan (1953)		Offering party has right to dictate how acceptance is communicated in order to make K binding.
Manchester Diocesan (1969)		Offer must be accepted within a reasonable time to make a K. If it is not accepted w/in a reasonable amount of time, it is presumed w/drawn or refused.
May and Butcher		K does not = statement of terms. Price must be settled for K to exist.
MJB Enterprises		System of tenders applies traditional analysis of offer and acceptance.
Munroe		Comps will not be awarded if profits are too remote and if reasonable expectations are not sufficiently communicated.
Payzu		After a breach of K, parties must make reasonable efforts to reduce their losses wherever possible (D not liable for damages beyond what could have reasonably been avoided by P). Standard of reasonable and prudent person in terms of ascertaining level of mitigation.
Pharmaceutic Society		Offer = customer giving $; acceptance = when vendor takes $- ascertained by theorizing policy consequences.
Scruyp		If consequences from breach are foreseeable, then D must comps P. Knowledge of special circumstances is sufficient to hold D liable.
Stilk v. Myrick		Narrowed the doctrine of consideration- performance of original K is not adequate consideration – it is bad consideration.
Tanenbaum	For SP to be awarded in building K, P must prove: 1) particulars of work are clear and specified in K 2) P has sufficient interest in having K performed, cannot be comps adequately by DMs, DMs hard to calculate 3) D has by K possession of land in which work is to be done 4) Disparity bw what was performed and what was stipulated to be performed in K is significant.	Est a framework of when SP is to be awarded in construction Ks.
The Heron		DMs only need to be not unlikely to de foreseeable. Market fluctuations are not too remote. The time for performance depends on industry.
Thomas v. Thomas		The burden that comes w/ accepting a gift is not necessarily good consideration but can be if is supported by consideration (can be symbolic).
Thompson		In order for P to be awarded expectation DMs for loss of a sale, the supply of the good must be greater than demand.
Tobias v. Dick		Good consideration is reciprocal: both parties must incur obligations.
Transfield Shipping		Limiting of concept of foreseeability due to desire to not read policy into law. Not binding in Canada but obiter may be useful for analysis.
Victoria Laundry		Affirmed and applied Hadley test- communication of special circumstances is essential in influencing the awarding remote DMs.
Vorvis		Limiting of awarding of agg DMs for mental distress- there needs to be suffering beyond the breach and existence of independently actionable wrong in wrongful dismissal.
Wallace		P does not get agg or pun DMs unless there is an independently actionable wrong (affirmed Vorvis). Implied a term into employment Ks- duty of good faith in termination. An employee is entitled to claim aggravated damages in the form of an extension to their reasonable notice period where the employer conduct during dismissal is particularly harsh or unduly insensitive, and where this conduct caused the employee mental distress.
Warner Bros.		Neg covenant can be enforced if positive covenant is not an available remedy. Cts will not enforce neg covenants of Ks for personal services or where would be forced D to face option of either starvation or SP. Cts will not enforce fiduciary relationship.
Wertheim		Starting pt for DMs is expectation. DMs based on principle of restoring P to position as if K had been fulfilled.
White v. Bluett		Importance of evidentiary basis needed for consideration to form a K. Needs to be something of substance given to =...

#9103 - Contracts Case Summaries - Contracts

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