Baird Textiles Holdings Ltd v Marks & Spencer Plc

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Essay In the case Baird Textiles Holdings Ltd v Marks & Spencer plc[1], several concerns about awarding relief under contract aw arose. The issues were whether Baird could succeed on a claim based on contract or estoppel or whether there was some other remedy available.[2] In their claim, Baird argued that the determination of the relationship between their company and M&S was in breach of contract. Baird’s arguments were based on the fact that they had a very long business relationship with M&S, over 30 years. Baird claimed that there were contractual obligations and terms between the parties about the long-term supply of garments to M&S on a seasonal basis: M&S been involved in the design and manufacturing process according to M&S quality standards, with prices which were reasonable and fair for both parties. Baird accepted the absence of any express contract but believed that the continuation of their long-term good relationship with M&S nevertheless implied a contract that would be terminable only after reasonable notice. All three Judges decided that in the present case, the facts and the law were not such as to provide a legally enforceable contract. For such a contract to come to existence, two facts at least must be present: an intention to create legal relations, and an agreement with a sufficient certainty regarding the details. In addition, the need for necessity to justify the existence of a contract was discussed. The court found on the facts that the parties did not appear to have any intention of creating legal relations. Looking at their relationship objectively, the parties had a very long-term, good commercial relationship, but they had not intended to express it in terms of a contractual obligation. However, the intention of the parties to be bound by a legal contract is fundamental to the establishment of a contractual relationship.

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