The Law of Offer and Acceptance

In Ontario, the law on offer and acceptance is governed by both common law and the Ontario Business Practices Act (OBPA), R.S.O. 1990, c. B.16. The principles of offer and acceptance are fundamental to the formation of contracts and are used to determine the existence of an enforceable agreement between parties.

Common Law Principles of Offer and Acceptance

The general principles of offer and acceptance in Ontario are outlined in common law cases such as Carlill v Carbolic Smoke Ball Co [1893] 1 QB 256 and Hyde v Wrench [1840] 49 ER 132. An offer is defined as a clear expression of the intention of one party to be bound to a contract upon acceptance by the other party.

Acceptance of an offer must be clear, unconditional, and communicated to the offeror. This was established in the case of Adams v Lindsell [1818] 106 ER 250, where the court held that acceptance must be communicated to the offeror in order to create a binding agreement.

Ontario Business Practices Act

In addition to common law principles, the OBPA provides specific requirements for making and accepting offers in consumer transactions. For example, section 2 of the OBPA states that “an invitation to purchase goods or services, or a promise to sell goods or services, does not constitute a contract until a written agreement is signed by the parties.” This requirement ensures that consumer contracts are in writing, which provides greater certainty and protection for both parties.

Conclusion

In conclusion, the law on offer and acceptance in Ontario is governed by both the common law and the OBPA. Together, these principles and requirements provide the framework for determining the existence of an enforceable contract between parties. Understanding the principles of offer and acceptance is crucial for both businesses and individuals in Ontario, as it provides a basis for the formation of legally binding agreements.

Should you have any questions about the legality of a contracts in Ontario, call our office to speak with one of our experienced lawyers.  We will be able to analyze any contract and help you identify any responsibilities and obligations owed by, or to, you.  Call us at (613)230-5787

David Capra

Managing Partner, LMS Lawyers LLP