Representations are not binding contractual conditions. However, if they have encouraged your client to buy, they may be entitled to a misrepresentation if it turns out that it is not true. There is therefore a theoretical basis for the idea that an agreement on terms in an e-mail, whether formally declared or not, could constitute a legally binding agreement, and this theoretical basis was born in the real world by law. The court was clearly accepted by Superdrug when it committed to purchase annual quantities of product from the manufacturer. With respect to the issue of the buyer`s authority, the court held that there was nothing in Superdrug`s evidence to show that the complainant was inappropriate invoking the buyer`s confirmation as binding on the company. In Athena Brands Ltd v Superdrug Stores Plc  EWHC 3503 took place an email exchange between a superdrug store buyer and Athena Brands, a manufacturer, regarding the sale of a new cosmetic product. The e-mail exchange established that the proceeds would be sold to the defendant at a specified price for a 12-month period during which the defendant could order shipments from warehouses at any time through orders. The sale price would have exceeded $1.3 million, but in response to slower-than-expected sales – Superdrug stopped ordering. The manufacturer claimed nearly $980,000 in damages. This applies in particular to parties who use e-mails to discuss or propose possible contractual offers, counter-offers and conditions. But also emails without proposals for contractual clauses in them can be held as binding contracts between correspondents.
Offer An offer is a definitive commitment by one party to another party, defining the conditions under which it is prepared to act and with the intention that it will be binding as soon as it is accepted. The High Court found that Superdrug`s obligation to purchase annual quantities of product from the producer was clearly accepted. The court found that there was nothing in Superdrug`s evidence to show that the complainant was inappropriate when he relied on the defendant`s confirmation as binding on the company. The defendant`s lack of attention was the applicant`s policy of Superdrug, which governs the negotiation of sales contracts, which was particularly important to the Court`s decision.