How binding is a pre order really

[sgtmahoney]

Hi guys!

Could any one tell me if a pre order is binding or not?

As far as i heard you can change the pre order while in progress, but how long until it cant be changed?

can i change it until i got merchandise or until i get invoice?

And do i as the buying company have the rights to get a pre order confirmation with amount before the actual invoice?

Or am i up in the blue? please let me know

 

[cjd]

There's no such thing as a pre-order, there's only a contract or no contract.

The question is, did you sign a contract for goods or services and was it accepted?

 

[bwglaw]

...As far as i heard you can change the pre order while in progress, but how long until it cant be changed?

can i change it until i got merchandise or until i get invoice?

When you say 'pre-order' do you mean 'made to order'?

Did you sign the order and make a deposit/part-payment?

Are you resident in Sweden?

 

[sgtmahoney]

No i did not sign anything

Yes im a swede. the reason for posting here is it's an english company im doing bussiness with.

With pre order i mean for fashion appareal for upcomming season, in this case the "pre order" was made in about 5 months before it's realese.

Ok, lets change the question a bit then when placing an order, for items so far in time ahead. is the seller required to give me a confirmation with the amount at any times? for example when the order is placed or any time before delivery/invoice?

 

[deadgoodundies]

Don't know from a legal stand point but I know how the fashion business works (well in the underwear sector anyway)

Basically the sales rep takes your pre-order months in advance, gets all the pre-orders for all his clients together and gives them to the brand who then put into production that total amount so im guessing although you aren't contractully obligated to go ahead with the same amount in your pre-order if the brand have already gone into production then morally I would stand by my pre-order.

I've seen other retailers turn down or reduce their pre-orders before which in a way has been benefitial to us as we can then have access to more stock if we need it (if something has flown off the shelf and only X amount were made) plus if the brand is wanting to shift it a discount can be negotiated.

So although not a legal comment, i'd say yes if you want to change it you can but if you mess around with a supplier they aren't going to be supplying you for very long.

 

[deniser]

From my experience, if you place a pre-order you are usually required to sign a copy of it which has terms and conditions on the back. If you read them you will see that by signing you are entering into a legally binding contract and normally it can't be cancelled or a cancellation fee applies, the percentage depending on how close to delivery you are cancelling.

If you have not signed an order form but agreed to buy then a binding contract may still exist but it will be difficult for the supplier to prove it unless it arises out of email correspondence etc.

Despite all this, many suppliers are open to negotiation on cancellation so it is always worth asking and the sooner the better.

 

[bwglaw]

No i did not sign anything

As I asked earlier, did you pay a deposit or part payment?

If no to both, then it is unlikely the order will be binding. Relying on communications between parties would not be sufficient as they could be construed as negotiations and not necessarily a term or series of terms both parties had agreed and intended to enter into a legally binding contract. Money (consideration) binds the contract, if that is missing then a contract will only be binding if executed as a deed.

You said:

is the seller required to give me a confirmation with the amount at any times? for example when the order is placed or any time before delivery/invoice?

No, the seller is not obliged to provide a written confirmation but it is in their interest to do so if they intend to rely on it to prove that a binding contract exists. If there is no written evidence of an agreed price prior to making an order then it will be difficult for the seller to argue that a legally binding contract exists.

Whether you have made a deposit or part-payment will be crucial here as well as the sequence of events. If you have paid a deposit/part-payment then the fact that you had not signed anything is not inconclusive unless their terms and conditions were not clearly available to you at the time of making payment.

 

[sgtmahoney]

deadgoodundies: yes i been told afterwards by the supplier that the pre orders can be changed during making.

But at least i know it's not binding

It's a completely new business for my, so thanks guys for the answers.

PS last season i saved their ass with a single order for 30 000 Euros buying what others rejected/could not pay etc..
and the remainings of the discussed is about 5 000 euros

 

[sgtmahoney]

No desposit or part payment has been made

 

[StephenW]

I second what cjd said in post #2, but would like to add..

There is no such thing as pre-order, this is just silly American English. You have either ordered something or you have not.

 

[bwglaw]

No desposit or part payment has been made

It does not matter what labels we attach to a document or particular stage of contracting and whether 'pre-order' exists or not. It is whether an order has effectively been made and whether the customer is entitled to cancel that order at any given time.

No deposit or part payment made then there is no legally binding contract.

 

[deniser]

It does not matter what labels we attach to a document or particular stage of contracting and whether 'pre-order' exists or not. It is whether an order has effectively been made and whether the customer is entitled to cancel that order at any given time.

No deposit or part payment made then there is no legally binding contract.

But it is not usual to make any kind of payment when placing an advance order for goods to be delivered at a later date.

Are all these standard form contracts issued by different suppliers and drafted by different solicitors not legally binding contracts? If they are not enforceable then the whole industry would collapse with people changing their minds. And how would suppliers ever successfully sue for cancellation fees (which they do)?

I appreciate your point about consideration but maybe there is some form of non monetary consideration or estoppel argument which comes into play?

 

[bwglaw]

But it is not usual to make any kind of payment when placing an advance order for goods to be delivered at a later date.

...but some form of consideration could have been given i.e. signing credit agreement as this will constitute consideration. I could go to DFS, order a sofa to be made, delivered in 8 weeks and leave a deposit of £1. This will bind the parties.

Are all these standard form contracts issued by different suppliers and drafted by different solicitors not legally binding contracts? If they are not enforceable then the whole industry would collapse with people changing their minds.

This is changing the slant of the OP's situation here as there is no standard form contract in writing between the OP and the supplier. I am not saying that all standard form contracts are unenforceable but here the supplier has at least failed to get his customer to agree to their terms or to pay a deposit to secure the order.

And how would suppliers ever successfully sue for cancellation fees (which they do)?

Previous course of dealings could come into play here where the consumer had bought goods from the same supplier in the past which will affirm the suppliers terms.

I appreciate your point about consideration but maybe there is some form of non monetary consideration or estoppel argument which comes into play?

Promissory estoppel may be relevant here, even the doctrine of implied assumpsit may come into play also but I suspect this may be difficult because the OP has implied that a price has not been agreed.

I appreciate your point however I have not had the opportunity to delve into the OP's matter as I have not been retained for this purpose to look into all legal issues as well as avoidance of discussing legal technicalities that will only confuse the OP more.

I stand by my earlier comments that non-written contracts without consideration are generally difficult to enforce.