2. Chronology of case history
• The case of Hyde vs. Wrench in 1840 is leading English contract law case on
the issue of Counter-offers and their initial offers.
In this case,
The defendant, Mr. Wrench, offered to sell the farm he owned to the
complainant(plaintiff), Mr. Hyde at a cost of £ 1,200.
Mr. Hyde declined this offer, then Mr. Wrench decided to write to Mr. Hyde
with another offer; to sell his farm to him for £ 1000 and made it clear that
this would be his final offer regarding the property.
In Response Mr. Hyde offered £ 950 for the farm in his letter. This offer
was refused by Mr. wrench and he confirmed it with the Plaintiff.
3. Chronology of case history continued…
Mr. Hyde then wrote to buy the farm for £ 1,000 , which was the sum
that had previously been offered.
However, Mr. Wrench refused to sell his farm.
Mr. Hyde Sued, saying there was a legal agreement between the
parties, and claimed that as Mr. Wrench refused to sell the farm, this
was a breach of contract.
The sitting judge of court was judge Lord Langdale.
4. ISSUE
Was there a contract between the parties ?
If a Counter offer is made, does original
offer remain open to accept ?
5. Judgement
• Lord Langdale MR said:
‘There exists no valid binding contract between the parties for the purchase of the
property.
The Defendant offered to sell it for and £1000, and if that had been at once
unconditionally accepted, there would undoubtedly have been a perfect binding
contract; instead of that, the Plaintiff made an offer of his own, to purchase the
property for and £950, and he thereby rejected the offer previously made by the
Defendant.
I think that it was not afterwards competent for him to revive the proposal of the
Defendant, by tendering an acceptance of it; and that, therefore, there exists no
obligation of any sort between the parties.’
6. Arguments
• The court dismissed the claims and held that there was no binding contract
for the farm between Mr. Hyde and Mr. wrench. It was stated that when the
counter offer is made, this supersedes and destroys the original offer. This
original offer is no longer available or on the table. In this case when Mr.
Hyde offered £ 950, he cancelled the £ 1,000 offer and could not back track
and accept.
• The court found out that there was no contract, because acceptance had
not occurred.
• In it, Lord Langdale ruled that any counter-offer cancels the original offer.
