Certainty and Completeness
Gregory Tolhurst, Elisabeth Peden, Eliza Mik · Oxford University Press eBooks · 2023
Abstract This chapter studies the formation and relevance of certainty and completeness. Under the objective theory of contract, there can be no legal agreement unless the terms are certain and complete. The requirement of certainty dictates that it must be possible to attribute meaning to the agreed terms. The need for a contract to be complete dictates that there must be agreement on all the essential terms of the contract. Thus, an ‘offer’ that is uncertain or incomplete is not an offer at all under the objective theory. The chapter then looks at agreements to agree and agreements to negotiate. It also considers the methods by which the courts and the parties resolve uncertainty and incompleteness.