“The order is currently being reviewed by our commercial department and we will therefore contact you further in due course, however we confirm that works have been commenced and will continue to be carried out in accordance with our quotation…dated9 May 2007 and the terms and conditions therein.”
“Our offer is to carry out the works stated in our quotation on a fixed price basis. This is not a Lump Sum contract.”
“All hire undertaken under CPA conditions. Copies are available on request.”
“The central question, adopting and adapting the useful statement of principle in Chitty on Contracts (27th edn), vol. 1, para. 12/008, is whether the time sheet in this case comes within the class of a document which the party receiving it knew contained, or which a reasonable man would expect to contain, relevant contractual conditions. Another way of putting it, as Kerr J did in Bahamas Oil Refining Co v Kristiansands Tankrederie A/S (‘The Polyduke’) [1978] 1 LI Rep 211 at pp. 215-216, is whether ‘the document purport[ed] to have contractual effect’. It has to be borne in mind too that the circumstance to which the question relates, the presentation and signing of a time sheet for work done under an existing contract, is one of alleged variation, not the initial making of a contract. In The Polyduke a document signed by a ship's master before berthing at a terminal, setting out conditions of use of the terminal, bore all the marks of a contractual document. Kerr J had no difficulty in so finding. The same observation applies to the authorities on which he relied and which he cited in the passage to his judgment to part of which I have referred. A time sheet for work done under an existing contract does not in the ordinary way spring to mind as having a contractual effect in the sense of identifying the nature of the contract between the parties.” 11. He goes on later, after dealing with parts of Kerr J’s judgment, to say this: “A document may have a contractual purpose as a contract making document or in the execution of an existing contract. Documents such as a time sheet, an invoice or a statement of account are within the latter category. They do not normally have a contractual effect in the sense of making or varying a contract. The purpose of time sheets is not normally to contain or evidence the terms of a contract, but to record a party’s performance of an existing obligation under a contract.”
“…the common understanding of the purpose of the time sheets, the fact that they made reference to the CPA conditions, not previously part of the contract, cannot, in my view, be of any contractual significance. Certainly such a reference”
“Mr Turner’s primary submission was that it was not permissible for the court to look at the nature of the signed document in order to ascertain whether it has contractual effect. If the content of the document is acknowledged by the signature of any contracting party, that is an end of the matter. In the instant case, the time sheet contained the phrase, ‘All hire undertaken under CPA conditions. Copies available on request.’ That was acknowledged by Mr Patten’s signature and was effective to bind Triact. I am unable to accept Mr Turner’s submission. It seems to me to run counter to a long line of authority and to the passage in Chitty to which Auld LJ has referred. In my judgment, at the heart of this appeal is the question whether the time sheet can be regarded as a contractual document having contractual effect, or simply an administrative document designed to enable the parties to agree what would ultimately be owing by one to the other.”