Contract assignment may seem to be complicated this is because there is a lot case law regarding to the contract law.Standard contract terms also have an important role to play in international commerce.Contractual relationship has to be performed as duty of legal obligations and legal rights must be arise. Formality of contract performed validity and enforceability of a contract. Throughout the assignment, I realised the intention to create legal relations is the supportive rule of law the formation of a contract for example offer,acceptance and consideration. There is a need of intention to create legal relations therefore legal duty arise within the party that intended to enter a contractual relationship.

1. Contracts are made and performed on our every aspect of life and the law of contract
do provide a clearer guideline to make our mind understand on why people need a contract
to exist and to be enforceable. Formation of contract include agreement (offer and
acceptance), consideration and intention to create legal relations. An offer is parties’
willingness to enter into a contract, whereas an acceptance is an objectively act that offeree
accept all the terms and conditions offered by the offeror. In Thomas v Thomas (1842) 2 QB
851 at 8591, consideration is defined based on reciprocity and the promisor must receive
something in terms of giving out something (quid pro quo). Intention to create legal
relations is the fact that parties is legally binding to the contract and English court always
follow this rules of doctrine. In common, agreement is made up of offer and acceptance. If
someone offered something, and the offeree accept the terms and conditions with
proposed mean then it would be an agreement. In other words, agreement comes with
consideration, intention to create legal relations and certainty of terms then it would so
have called a ‘contract’. Expressing parties’ agreement with sufficiently certainty is crucial
for the courts to be able to enforce it. Thus, if the terms of an offer are vague or uncertain,
the so-called ‘contract’ may be unenforceable by reason of uncertainty2. A test of
enforceability for agreement has been argued with the doctrine of consideration and
sparked off a heated debate which there is a need or not for an additional requirement of
an intention to create legal relations.
1 (Mckendrick, Contract Law, 2011)
2 (Macdonald, 2010)

2. Offer and acceptance give intention to maker that is a means of legally bounding of
contract and if there is no intention to create legal relations and there would not be offer
and acceptance anymore. Therefore, the doctrine of intention to create legal relations is
supporting the rules of doctrine of offer and acceptance. There is a great different between
intention to create legal relations and invitation to treat. Invitation to treat is an offer is not
always the first stage in negotiations leading to a contract3. Often, the first stage is an
invitation to treat is an invitation by one party to another to make an offer. An invitation to
treat is a statement that is not intended to be binding. An offer is intended to be binding if
there is acceptance. An invitation to treat is looking on the willingness of the parties to
negotiate on terms proposed in the invitation to treat. In Harvey v Facey [1893] AC 662,
Privy Council4, there is no contract had come into existence between the parties as the
parties were still negotiating. Negotiation is not the process of having an agreement with
the parties , it is a kind of bargain and the parties do not have any mean to enter contractual
relationship. Williams v Carwardine (1835) 5 C&P 5665 case held that there was a contract
with any person who performed the condition mentioned in the advertisement. There is an
effect need to be performed or established when the advertisement first published, there is
a mean of the advertiser want to be legally bound with the person that notice and take
action with the information. As long as the advertiser want to have any commerce effect to
3 (Mckendrick, Contract Law, 2011)
4 (Macdonald, 2010)
5 (Hilliard, 2008)

3. the public, there is an objectively intention to impose legal obligations and legal rights upon
each of them. Legal consequences have to be the key essential feature of doctrine of
intention to create legal relations, however it is hard to tell whether the parties intend to
have legal consequences within the agreement or contract. Few presumptions are taken
into account on the parties’ intention to comply the doctrine which is if the agreement is fall
into the domestic and social context, there is a rebuttable presumption that the parties do
not have intention to create legal relations6. Another side, if the agreement is related to
commercial context, it is presumed that the parties do have the intention to make such
agreement to be legally binding7.
The Scottish Law Commission has stated (1977) 8that the law of contract should not
have interfere the domestic context situation as the court will then be trapped in the
domestic disputes and it is such a waste of time and resources. Thus, as a matter of policy, it
is strictly said that those cases are completely social instead of legally enforceable. In
Balfour v Balfour [1919] 2 KB 5719, it was held that the parties do not have intention to
create legal relations as the wife had not provided any consideration for the promise of her
husband. Atkin LJ said that the case is basically relating to natural love and affection which
court should not have intervene it10. Try to imagine with any single domestic cases will be
brought up to the court, it will have ‘floodgate’ if those kind of legal obligations has to be
6 (Hilliard, The Law of Contract, 2008)
7 (Hilliard J. O., The Law of Contract, 2008)
8 (Mckendrick, Contract Law, 2011)
9 (Ruff, 2011)
10 (Mckendrick, Contract Law, 2011)

4. held in court. Keeping the law away from the marriage relationship matter is prior step
ought to be taken as promise between husband and wife is just a privacy and very
subjective among each other. In Jones v Padavatton [1969] 1 WLR 32811,relating domestic
agreement between parent and child, and the decision are taken by the majority in which
relied on the speech of Atkin LJ in Balfour v Balfour[1919] 2 KB 57112,therefore there is no
intention to create legal relations. Lack of sufficiency on the certainty of the terms of the
agreement are taken into account on the decision although there is a clear reliance by the
daughter on the mother’s promise. It cannot be questioned that the daughter is willing to
give up her career and secure as the only strong point can be brought up is which that the
daughter is intend to have contractual relationship with her mother. However, the elapsed
period of the agreement has been considered by Salmon LJ13 that the mother was entitled
to possession of the house. If there is intention to create legal relations within the parties,
there must be a certain offer and acceptance or even consideration at the very first instance
as a key fundamental to the subjectivity of the contract being made. Another domestic
context agreement showed in Merritt v Merritt [1970] 1 WLR 112114, the couple are not
intend to live together or separated with the relationship when the time the agreement was
made so it may considered there would be legally binding. Merritt v Merritt (1970) is
different from Balfour v Balfour(1919)15 as their relationship status are being considered
11 (Cheshire, 2007)
12 (Mckendrick, Contract Law, 2011)
13 (Macdonald, The Law of Contract, 2010)
14 (Poole, 2008)
15 (QUINN, 2011)

5. and thus decide the parties whether or not have the intention to create legal relations.
Subsequently, Soulsbury v Soulsbury [2007] EWCA Civ 96916, it is a valid enforceable
contract between the husband and wife as the presumptions does not operate and it is not
contrary to public policy and therefore can be enforced in the civil courts. The US courts has
the mean of increasing the willingness to give more intention on domestic context
agreement, Morone v Morone17, the court held that there must be a clear and persuasive
evidence of fact so that the express contracts between members of a cohabitating,
unmarried couple only can be valid being enforced.
Other domestic arrangement can be seen from the case of Simpkins v Pays [1955] 1
WLR 97518, there was a binding contract although the family relationship as the lodger was
also party to the contract. The presumption of no intention to create legal relations can be
rebutted in this case. In Peck v Lateu (1973)19, there is also a rebuttable presumption that
there is an intention to create legal relations too as the two women has the sound mind to
enter to a contractual relationship or formal agreement as they would agreed to share
money won by them at bingo. However, there is a contrary decision under Wilson v Burnett
[2007] All ER 37220 , there is no intention to create legal relations where the defendant had
won a large national prize at a bingo hall, ,but still the judge had made critical decision
16 (Ruff, Nut Cases Contract Law, 2011)
17 (Quinn, 2011)
18 (Ruff, Nut Cases Contract Law, 2011)
19 (Quinn, Contract Law, 2011)
20 (Quinn, Contract Law, 2011)

6. which unfavourable to the claimants that there is no such agreement had been reached. If
there is no clear evidence that the parties wish to be legally bound, then it is strictly
concluded that there is was not any intention to form contractual relationship or legal
relations which must be give effect on the agreement. Another case which show that there
is no legal relations to be form under Lens v Devonshire Social Club, The Times,4 December
191421 , because of no parties concerned with that competition that should perform any
legal results or legal effects subject to the conditions that posted and the acceptance by the
competitor. Intention to legal consequences has to be very obvious and clear that there is a
sufficiency to the objective evidence that portrait along the agreement or contract.
In Vaughan v Vaughan [1953] 1 QB 76222, there is a vagueness or uncertainty that there is
no intention to have contractual force indicate that any terms or conditions perform under
the promise must be certain and clear.
For the second rebuttable presumptions which is the commercial agreement do have
intention to create legal relations to give rise to the effect of legal obligations and legal
rights. It is a sound good presumptions that as a very clear measure to show that any of the
commerce contractual relationship agreement will play role to the litigation of the courts. In
Esso Petroleum Ltd v Customs and Excise Commissioners [1976] 1 WLR 123, it was held that
there is intention to create legal relations as the ‘coins’ will give commerce benefit to the
21 (Mckendrick, Contract Law, 2011)
22 (Mckendrick, Contract Law, 2011)
23 (J.C.Smith, 2002)

7. gainer and it placed reliance on the commercial transactions between the commerce owner
with the customer. In J Evans & Son (Portsmouth) Ltd v Andrea Merzario Ltd [1976] 1 WLR
107824,which the parties have commerce relationship and cooperate with each other before
that and there already have some promise are really enforceable so it is said to be there is
legally bounding. However, in Rose and Frank Co v J R Crompton and Bros Ltd [1925] AC
44525,mutual loyalty and cooperation relationship between the partners has been put into
consideration, but there is no effect on the formal agreement show that there is legally
binding contract and clear evidence need to be provided has been stressed on by the courts.
Since the commerce effect do not reveal obviously in the sense of formality of contract, it
should not be overview as a legally binding. It is said to be just a ‘binding in honour only’ in
such cases. In Bear Stearns Bank plc v Forum Global Equity Ltd [2007] All ER 10326,a
sufficient intention to create legal effect is performed as the business deal was so clear and
being processed as an usual procedure to make an offer and acceptance and even
consideration, it has certainty that the price and product were agreed at the very first place.
Another famous case that involve many area of law which is Carlill v Carbolic Smoke Ball
[1892] 2 QB 48427,showed that there is strong proof that there is legally bounding as the
action taken very clearly by the company, they deposited the money to the bankers and
there is enough evidence to show that the parties want to have legal obligation towards the
24 (Quinn, Contract Law, 2011)
25 (Poole, Contract Law, 2008)
26 (Quinn C. E., 2011)
27 (Cheshire, Law of Contract, 2007)

8. advertisement that been posted. However, there is also exception under commercial
agreement that do not give rise to the intention to be legally binding. In Ford Motor Co Ltd
v Amalgamated Union of Engineering and Foundry Workers [1969 2] QB 30328, collective
bargaining agreement are not intended to legally binding under English Law as specified
negotiating procedure should be carried first before the contract can be treat as
enforceable. Without this step, it is no valid reason being established for the legal relations
being formed by the parties.
Legally binding with the contractual relationship within the parties with certainty and
consideration is said to be absolute mean to create legal relations. Whether or not the offer
and acceptance are being offered or imposed at the very first instance, but anyhow it is a
must or fundamental towards the rules of enforceability for the agreements. There is a need
for an extra requirement to establish that intention to form legal obligations although it
does not proposed in our law. As those categories of the cases between social, domestic
and commerce context agreement have been clearly layout that which kind of agreement
and under which circumstances the agreement can be enforced as a legally binding
contract. Certainty and vagueness have been taken into measure whether the terms of the
contracts are sufficient for the enforcement of the contract, and clear evidence must be
established or formed. If not, it will be an invalid contract or the court can reject the claim
even though there might be some defensible fact within the bargaining procedure. An offer,
28 (Mckendrick, Contract Law, 2011)

9. acceptance or consideration carry the purpose of intend legally binding within the
agreement and reliance might sometimes taken into account too. But consideration do not
give further effect to the intention as it is just a ‘bargain keenly’ theory. If there is a binding
promise, there would also be a binding agreement and if the agreement give rise to the
effect of legal rights and thus we can conclude that there is an intention to create legal
relations. Two strong presumption that been constructed under the doctrine of intention to
create legal relations provide a guideline that which social or public measure can be rebut as
the intention is exist. It is necessary to have the concept of the intention as the parties will
know well that another parties are ready for the binding of the contract. The standard of
measure is to prevent the court having any trouble on deciding which case should be view
as legally binding or not, with all the presumption being revised , the court will easily make
decision fairly and just.