bid would be accepted. One of the rivals (Harvela Investments Ltd) made a bid of $2,175,000; the other (Sir Leonard Outerbridge) made a bid of $2,100,000 ‘or $101,000 in excess of any other offer ...’. The first question for the courts was the legal result of the ‘referential’ element of Sir Leonard’s bid. The House of Lords unanimously held that this could and should be discounted as being incompatible with the spirit of fixed and sealed bidding and, in practice, unworkable if adopted generally. The second question was the result of the Royal Trust Co having committed themselves to accept the highest bid (now Harvela’s). Again, the House unanimously held that it did involve binding legal obligations of a distinct, personal nature. Unilateral offers : From time to time in the cases and elsewhere in these materials, the concept of the ‘unilateral contract’ is discussed. If taken literally, this would indicate a ‘one sided’ contract, an idea which fits very uneasily with the idea of contract as being based on agreement. In truth, what is really being discussed is a ‘uni- promise’ contract – the key distinction between a ‘unilateral’ and a ‘bilateral’

doi:10.4324/9781843141518-26

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bid would be accepted. One of the rivals (Harvela Investments Ltd) made a bid of $2,175,000; the other (Sir Leonard Outerbridge) made a bid of $2,100,000 ‘or $101,000 in excess of any other offer ...’. The first question for the courts was the legal result of the ‘referential’ element of Sir Leonard’s bid. The House of Lords unanimously held that this could and should be discounted as being incompatible with the spirit of fixed and sealed bidding and, in practice, unworkable if adopted generally. The second question was the result of the Royal Trust Co having committed themselves to accept the highest bid (now Harvela’s). Again, the House unanimously held that it did involve binding legal obligations of a distinct, personal nature. Unilateral offers

ABSTRACT

The first question for the courts was the legal result of the ‘referential’ element of Sir Leonard’s bid. The House of Lords unanimously held that this could and should be discounted as being incompatible with the spirit of fixed and sealed bidding and, in practice, unworkable if adopted generally. The second question was the result of the Royal Trust Co having committed themselves to accept the highest bid (now Harvela’s). Again, the House unanimously held that it did involve binding legal obligations of a distinct, personal nature.29