Faccenda Chicken ltd v Fowler (1986) – Fowler was employed in a position of sales manager with Faccenda chicken ltd. He worked for the company for 7 years and played a prominent role in the creation and expansion of the company refrigerated poultry selling operations. The company operated a fleet of refrigerated vans which travelled around various retailers and wholesalers in the local area selling products directly to these individuals.
He decided to leave his employment with Faccenda and set up his own business which completely competed directly with his former employer and he had also persuaded former colleagues at Faccenda to come work for him. Faccenda became alarmed at this and attempted to obtain damages alleging he had breached his contractual duty in not to use confidential information in a way that harmed the interests of his former employer. In the English court of appeal stated that Faccenda's attempt to sue fowler for damages be dismissed. The confidential information (customers) was widely known so no way could the information be described as a trade secret.
Faccenda had no one else to blame but himself for the failure to include restraints in his employment contract. Bluebell Apparel v Dickenson (1978) – Dickenson was a management trainee who worked for a subsidiary of an American company that was involved in making Wrangler Jeans. As a management trainee Dickenson had access to trade secrets and info about business connections and customers. A clause in Dickenson's employment contract was that if he left the company he would not seek employment with any business rival of his employer anywhere in the world for a period of two years.
Dickenson left his employment and in breach of his contract restriction accepted the offer of employment with Levi Strauss & Co also involved in the global business manufacturing of denim jeans. Dickenson's former employer sought out an interdict to prevent him continuing to work for Levi Strauss. The Restriction was seen as in reasonable terms of time and geography and that Dickenson's former employer was seen as taking reasonable steps to protect his legitimate business interests. Court granted an interdict to Dickenson's former employer and he had to give up his job with Levi Strauss.
Scottish Dairy farmers company (Glasgow) v McGhee (1933) and Home Counties Dairies v Skilton (1970) – the employees in question were both milkmen and were successfully restrained from approaching the customers of their former employers. McGhee and Skilton had left their previous employers to go work for rival dairies. So both employees were in a strong position to approach the ex-employers customers and persuade them to use the services of their new employers, this is known as poaching.
McGhee and Skilton had both set out to commit a deliberate breach of contract by approaching the customers of their former employers in complete defiance of the restriction to which they both voluntarily agreed to and signed. The inner house of the Court of Session in McGhee and English Court of Appeal in Skilton's found in favour of the employers. Neither restriction has excessive terms of time limit and the employers were only protecting legitimate business interests and also the geographical area was not unreasonable.
Although the Skilton employee would be allowed to approach ex customers who had ceased to be customers and it was to be after 6 months of the termination of the employment contract. C) This case is under the postal rule; this is a special rule where offers and acceptance are sent using the post office. It was first used in an English Case Adams v Lindsell (1818) – as was introduced as a matter of convenience. Normally the thought would be valid if the letter of acceptance was sent in response to a letter of an offer and would only be valid if it actually reached the offeror.
When the offeror posts letter with proof with the offer for the offeree then a contract will be formed as soon as offeree responds to the offer by placing his letter of acceptance in the post box on the other end or handing it over to a post office employee such as a counter clerk who is authorised to forward the letter for posting. This is in spite of it taking a day or two to arrive and the offeror is ignorant of the offeree's decision but it is never the less a contract formed. If acceptance is accepted by post then a contract is immediately formed.
If the offeror decided to withdraw the offer then to ensure that the withdrawal is effective, the offeror would have to put this in place for a letter to reach the offeree before they have the chance to post the acceptance on the other end and thus form a contract. So if the offeree decided they wanted to cancel the acceptance they would have to make sure the cancellation reached the offeror before the other letter or call to cancel. Before it reached the offeror. If a letter is missing in the post then as long as the sender has a receipt of posting acceptance it will still be valid and the contract will still stand.
For it not to stand then the letter of offer must state that it does not apply to the postal rule so it does not apply to the dealings of any contract. Relevant case Jacobson v Underwood (1894) – on the 2nd of March Underwood sent a letter containing an offer to Jacobson using the royal Mail. Underwood's letter stated offer must be accepted by the 6th March. On the 6th of March Jacobson posted his letter of acceptance to Underwood but it did not reach him until 7th March. The contract was held as the postal rule had applied that the offer had been accepted on time by being posted on the 6th March.
In order to have protected himself Underwood should have stated that the acceptance would not be valid until physically reached him and so expressively exclude the postal rule in his dealings. Thomson v James (1855) – James contacted Thomson by letter on the 26th November offering to sell him a piece of land. Thomson sent a letter of acceptance to James on the 1st December but in the meantime James had 2nd thoughts about the original offer of the 26th November and on the 1st December sent a letter to Thomson which contained a withdrawal of his earlier offer.
James withdrawal letter and Thomson's letter of acceptance had crossed in the post. Both letters arrived on the 2nd of December. So did James have a contract with Thomson? – In order for James letter of withdrawal to be effective it would have had to have reached Thomson before Thomson had posted his letter of acceptance. Unfortunately James's withdrawal had arrived on the 2nd December after Thomson had posted his acceptance 1December and therefore a contract had been formed. D) this is a counter offer – when Rummenigge's offered the i?? 60,000 this was the original offer so when Hermione instead offered not i??
60,000 but i?? 50,000 this then cancelled the original i?? 60,000 offered so it had disappeared and was no longer capable of accepting . So when she was informed that her offer was rejected there was no contract formed. With the Germans not responding it was that they were not interested in her offer and it was no longer available. Qualified acceptance of the offer does not result in the creation of a contract because the offeree has in fact rejected the original offer and replaced it with a new offer of their own in the offeror may or may not choose to accept and in this case did not accept.
Then again just because someone requests more information about an offer does not necessarily mean it is a counter offer. All they are doing is clarifying the terms of the offer not rejecting it or trying to offer another offer. But great care will have to be taken by the offeree in that his request for clarification should not be viewed as a rejection of the offer. Relevant cases Wolf & wolf v Forfar Potato Co Ltd (1984) – this was a Scottish company which sent a telex to a Dutch company offering to sell a quantity of potatoes.
It was a condition of the offer that it had to be accepted by 5 pm the next day. The following morning the Dutch company sent a telex which appeared to be an acceptance of the offer but which contained new conditions. The Scottish company advised by telephone that these conditions were unacceptable and the Dutch company sent another telex still within the time limit which accepted the original offer. The Scottish company totally ignored the second telex and Dutch company raised an action for damages for breach of contract.
The court did no hold this as it held that there was no contract been formed. The first telex was a counter offer which had the effect of the original offer being cancelled therefore the second acceptance was sent there was no offer to accept. Hyde v Wrench (1840) – this is when Hyde offered to sell his farm for i?? 1000, but wrench offered i?? 950. On rejection of Wrench's offer he later advised Hyde that he would accept the original offer of i?? 1000. Wrench's offer of i?? 950 constituted a counter offer which cancelled out Hyde's original offer.
Accordingly Hyde's original offer was no longer open for acceptance. Nowadays though you have emails and all forms are printed with the companies own terms and conditions and terms which may cover issues in law which will govern the contract e. g. Scottish or English law. So it is unlikely that the pre printed forms will agree with the other companies or match so a counter offer may unknown be made, so in results will reject the original offer so in these situations courts have to now be flexible in their approach.
Case study three This case study will go under remedies for breach of contract and limitation of actions. A breach means that one of the parties has broken the agreement in some way. Or failed to have carried out their side of the bargain. The victim is the innocent party and can approach courts and request a remedy. A remedy for a breach should hopefully be capable of putting the victim in the position he would have been should the breach not taken place.