Carlil, plaintiff
Carbolic co, defendant (now appellant)
Judgement Delivered by Lord Justice Bowen
HELD: Appeal dismissed. The advertisement published by Carbolic did represent an offer to be bound,
which matured into a Contract by the acceptance of such offer by Carlil vis a vis acting upon the
conditions of the offer (engaging in the instructed use of the product).
FACTS: Carbolic Publishes ad claiming their product produces total immunity to “disease caused by
taking cold” (cold, flu, etc). Offers 100 (pound) reward to anybody who takes ill with such after 2 weeks
use of product as directed. Also declares that they have put money in trust for purpose of payment.
Carlil, using product as instructed for longer than 2 weeks, does take ill with influenza while in course of
use. Plaintiff seeks 100 reward, is awarded such by lower court. Defendant appeals.
ISSUE: Does the advertisement represent an offer to be bound such that the defendant owes the
plaintiff a duty of contract?
Rulings:
Defendant(D): Ad is too vague to be a contract, only an offer to the public.
-no time limit for contracting illness in offer (while in use)
-cannot offer to every person (can offer to world, contract accepted by few)
-merely puff (there was intent behind ad to have effect)
L.J: Ad, when read in the manner of its plain meaning as the public would, constitute a contract. Is
equivalent to a plan-worded offer, “reward will be given to people who follow these conditions”.
Principle: contract should be read in plain meaning
D: Is time limit necessary for contract? None is specified
L.J: time limit is implicit in wording of offer. Observably through simple reasoning, as well as specific
quote “during last epidemic… no ascertained cased was contracted by those using [product]”
D: There was never any intent to pay
L.J: specific reference to a sum held in trust for payment of the reward, cannot be mere puff
(seriousness)
D: Cannot be a contract with no check for veracity of claims
LJ: If a person makes an extravagant (generous, over-extended) promise, there must be some value in
making such. If such a promise is worth making, there is no reason in law why the mere extravagance
excuses the promisor from fulfillment.
D: A contract cannot be made to whole world, must be specific
LJ: Contract was not made with world; offer was put out globally, but only matured to contract with
select individuals who undertook to enter it. Not offer to negotiate, rather an offer to be bound which is
met once a person fulfills condition of offer.
D: There must be an acceptance to create a contract, and no such was given.
LJ: (A) the acceptance is for the benefit of the offeror, and as such can be waived if they so choose.
(B) notice of acceptance can be excused pursuant to an indication by offeror that action upon the
proposal is sufficient acceptance – performance of condition is sufficient acceptance.
How does the offeror indicate that actions on condition is sufficient acceptance:
Nature of transaction implies that acting on condition is sufficient to enter contract.
Lost Dog Analogy: If a reward is offered for return of lost dog, no person who seeks to find the
dog need submit notice of acceptance of offer – simply acting on condition of looking for the
dog cements contract to be bound upon delivery of dog. Essence of transaction is the specific
success condition of contract, not hinged upon acceptance ahead of transaction. (Specific
condition of reward, universal condition of engagement not reliant upon identity of contracted
parties?) (Acceptance is established at the point of success condition – it is not relevant before
such time because there is no consideration given for endeavor to fulfill, only final fulfillment. [If
consideration is only dispensed upon successful fulfillment of contract obligation, rather than
endeavor to fulfil, acceptance can be presumed by action upon condition])
FORMAL ACCEPTANCE NOT NECESSARY FOR UNILATERAL CONTRACTS (generally)
D: No consideration = no contract
LJ: Request to use constitutes consideration – more so considering the general intent of ad is to promote
product use (use of product is beneficial to defendant). Further, LJ highlights definition of consideration
from a third-party stating consideration is “any… inconvenience sustained by the plaintiff… with
consent… of defendant”. Use of product as instructions dictate constitutes inconvenience.
Further comment on issue of acceptance notification by Lindley – “the person who makes the offer gets
notice contemporaneously with his notice of the performance of the condition”, if such notice is given
before the offer is revoked. However, it is more true to the case to say that such an offer as this
indicates in its nature that no notice of acceptance is required.