C - Contractual intention
22/7/13
NEWBURY v SUN MICROSYSTEMS [2013] EWHC 2180 (QB)
An offer to settle proceedings and acceptance were binding and not conditional on execution of a formal contract.
9/11/12
AIR STUDIOS (LYNDHURST) LTD v LOMBARD NORTH CENTRAL PLC [2012] EWHC 3162 (QB), [5]
In deciding whether the parties have reached agreement, the whole course of the parties' negotiations must be considered and an objective test must be applied. Once the parties have to all outward appearances agreed in the same terms on the same subject matter, usually by offer and acceptance, a contract will have been formed. The subjective reservations of one party do not prevent the formation of a binding contract. It is perfectly possible for the parties to conclude a binding contract, even though it is understood between them that a formal document recording or even adding to the terms agreed will need to be executed subsequently. Whether they intend to be bound in such circumstances, or only as and when the formal document is executed, depends on an objective appraisal of their words and conduct.
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