Business EnvironmentThe case related to Les offering distributorship to Mary first and James has different implications under the UK law. Les is a manufacturer of office equipments. He developed a printer that was about to take the market by storm, and he was willing to give distributorship to a competent personnel. He identifies Mary and James to be the best suited to promote his new development. He writes to both of them with his proposal and asks them on their interest to become his distributor. He gets the acceptance of both parties.
He then writes to Mary first with his offer to give her the distributorship with an offer of 10% commission and states that should she fail to reply before June 11th, he would consider her silence as her acceptance of the distributorship. Mary responds positively to Les’ offer, but because the letter was addressed incorrectly, Les does not get any response from her, until June 13th. Meanwhile, on 11th June, James, takes the initiative to make a proposal to Les that he would be more than willing to accept the distributorship at 5% commission.
Les immediately telephones Mary and tells her that the post of sole distributor was no longer available. Mary insists, however, that there is a binding contract to appoint her. Considering the above points, it’s quite clear that though Mary had not signed a contract, she was within rights to say that there was a binding between the two in the business. Les made it very clear in his letter to Mary that even if she failed to respond to the offer made by him, he would acknowledge it to be a positive indication of acceptance of the offer.
Mary responded positively to Les’ offer on the distributorship but posted it to a different address causing a delay. Les ultimately received this letter a few days after he concluded the distributorship with James. Les had a binding with Mary, and unless she rejected his offer, he could not appoint another distributor in her place. This, by law, is a breach of contract. James had every right to make an offer to Les for the distributorship.
He was not aware of the offer made to Mary and waited for an opportune moment to make the offer. Thus, James has not in any way breached the law. Les is guilty on three counts. Les should not have made an offer that was self-destructive. He should have made an offer to Mary and set a deadline for her acceptance or rejection of the offer. This would have saved him from legal binding. Secondly, when James made the offer to Les, Les should have consulted Mary first, before appointing James as his distributor.
This way, he would have avoided any legal binding that Mary was referring to. Les was taken in by the attractive offer made by James and didn’t stop to think before committing himself to the contract. Though Les can safely say that he did not have any legal binding with Mary because of a non-existent signed contract between them, he was guilty of writing his total acceptance of her service even if she refused to respond to his offer, unless of course she wrote to refuse the offer altogether, which she didn’t.