Current Law Cases

Abstract

J sought a declaration that there had been a binding contract between him and L on the terms of settlement offer forms, relating to the Lloyd's Reconstruction and Renewal Settlement Offer, to which the claimants had added a number of conditions before returning them to L. The forms had been sent to J in August 1996 with a revised deadline for acceptance of 11 September 1996. A few hours before that deadline had been due to expire, J faxed the forms to L; however, J had expressed each form to be subject to a number of conditions which, it was common ground, had constituted counter offers to L's original offer. L had subsequently notified the claimants' members' agent that the claimants had been amongst those who had "accepted" the offer. J submitted that (1) L's "acceptance" had given rise to a binding contract on the terms of the offer as subject to the conditions attached by J, and (2) L was estopped from asserting that the claimants had not been acceptors.

Held, giving judgment for the defendants, that (1) it was likely that Lloyd's "acceptance" had merely been an acknowledgement of receipt. In any event, the matter had to be viewed objectively. It had been obvious that the Renewal Settlement Offer was an "all or nothing" offer, which had either to be accepted or rejected. The agreement had simply not been open to negotiation and, even if it had been negotiable, it would have been bizarre for L to communicate its acceptance of J's counter offer by the indirect method of notifying J's members' agent, and (2) the estoppel argument also failed as there had been no evidence of an unequivocal representation by L or of J having acted to his detriment in reliance upon any such representation.