Proforma legally contractually binding on the buyer?

[dablue]

Hi Folks,

Some basic quick advice please from any commercial legal eagles...

If I've agreed to buy something on the phone (the conversation was presumably recorded) and via email, am I legally bound to fulfill on that order?

1. We agreed a price for the service (marketing).
2. I said I would send payment through via BACs
3. They sent through a proforma and said on the phone "as soon as payment is received we will set your account up".
4. The proforma has no T&Cs, it's the most basic Proforma I've ever seen - it's not professional in the slightest. It doesn't even list the company's name or address on it.
5. The address on the proforma is wrong by one character
6. No payment has been sent
7. No account has been created
8. No work has been done as far as I know, but I did agree to point 3.

I want to cancel the order / service, and although I'm 90% sure they can't enforce an existence of a contract at this stage I just wanted to get some advice first. It's not for a lot of money, less than £250.

Many thanks in advance

 

[kulture]

Steps 1 to 3 look like a contract to me. You agreed to buy a service by phone and e-mail, in your words.

 

[cjd]

Probably a contract but for £250 only a fool would try to enforce it - just say you've had second thoughts and decided against it for the moment. Be charming and hint of future orders when your situation changes.

 

[dablue]

Thanks for the replies... I was going to try what you suggested cjd, and I wouldn't actually by lying in saying that. I just would prefer to cancel it rather than have it hanging over me.

The fact the salesman said "As soon as we receive payment we'll set your account up"... does that not constitute waiting for payment before the contract begins?

I did a quick Google search on when a contract comes into existence and this came out on top...

webbkup.andrewjackson_co_uk/legal-resources/legal-faqs/trading-terms-and-sales-contracts/question-1/

(Can't post links yet)

The last point states "something of value must be exchanged"?

Was the proforma even a part of this legal process, or in your opinion if a contract does exist, did it come into effect when I said yes on the phone? As I say, the proforma was knocked up on MS Word in a few minutes with no T&Cs whatsoever. They're quoting for VAT with no details... no company name, address or VAT number?

Lastly if they don't agree to cancel it, and they just put it on hold until I agree on a time, would it exist indefinitely or is there a time period?

Thanks again

 

[kulture]

If you are going to use Google as your expert you should at least read the whole of the piece. In your quote (which applies to sales contracts) it actually says "If the customer promises to pay (for example, when you sell on credit) that promise counts as something of value, so a contract exists." i.e. NO MONEY NEED EXCHANGE HANDS.

Putting it in simple terms they made an offer, you accepted it. A contract exists. The quality and format of the pro forma does not mean anything unless in the offer and in your acceptance it was a condition that it would be a certain format. Nor do spelling mistakes, VAT errors or anything else you mentioned matter, other than perhaps, in mitigation.

The best way forward is to do as CJD suggests and try and talk your way out of it. Being nice to them. Raising these irrelevant nit picking points could only serve to anger them.

 

[dablue]

Thanks for your reply... I was rather relying on the law firm rather than Google per se as the expert... I did read that bit you're referring too, but I took it like the owner has promised to pay so if / when he / she does you (the seller) is obligated to fulfill...

It's not my intention to be nit picky at all. I just have a feeling owing to the aggressive sales tactics that the moment I politely ask for the order to be cancelled they'll start with the legalities of the contract... And so I wanted an insight as to where I would stand legally, hence my question on here.

So, again, thank you all for your views.

If they're asking for VAT, when I'm genuinely not sure they're VAT registered, I presume I'm within my rights to ask for their VAT number up front before I pay (the VAT)?

Also, if anyone can help with the length of time issue I would appreciate it. Does my agreement last for eternity? It's not just in this instance, I'm curious to know this anyway... When they decline to cancel the order and just freeze it for now, could they come back in 6 months and say it's time to pay?

 

[MOIC]

You fail to say why you want to cancel the agreement.

Is this due to something you have discovered about the company offering the service, business circumstances or just a change of mind?

This could have a factor as how best it is to proceed.

To answer specific questions, when only part information has been given, may actually confuse the situation.

In situations like this, it's best to get legal advice after giving 100% information.

Given the agreement is for a low figure, your response should be based on economic reasons.

Best of luck.

 

[cjd]

You're thinking far too much about this...call them and politely say that you've decided not to proceed for whatever reason you've got. Don't argue with them, just state your position politely. Don't start talking about the standing of verbal contracts. Just say you'll get back to them when your situation changes. Unless the firm you're dealing with has incurred real costs as a result of this or they're complete dicks, they'll shrug it off. But do it quickly, the longer you leave it the worse it'll get.

 

[dablue]

Called them up and they were perfectly accommodating on the cancellation. I hold my hand up, I'm the ****.

I was just a bit spooked by the 5 calls a day + emails and the fact I was continually made aware that calls were recorded.

I actually feel bad now... The reason for the cancellation was because the salesman drew my attention to the service which I can execute myself for half the price. To be honest if it wasn't for the VAT I'd have let them carry on for the money involved...

Sigh, I might have to get in touch with the chap privately and Paypal him a few pints!

Thanks again to everyone who offered their input.

 

[cjd]