Certainty of price in a contract for the sale of land
The price is a material term in every contract of sale; and unless the price is ascertained by the contract or machinery is provided for its ascertainment, the contract is incomplete and cannot be enforced. Thus in the old case of Bromley v. Jefferies (1700) 2 Vern. 415, where a vendor agreed to sell to a purchaser for a sum less by so much than any other purchaser would give, it was held that there was no contract capable of enforcement, since the price was neither ascertained nor ascertainable.
No firm offer of a selling price was made by the defendant, which was capable of acceptance by the plaintiff. The latter simply invited the defendant landowner to suggest a moderate price for the sale of his land; that is, he extended to him an invitation to treat; but no firm offer was forthcoming from the landowner after a lapse of three years. On the state of the evidence as summarised above, it cannot be said that the defendant made a legal “offer” in the sense that he expressed a willingness to agree to sell an identified or identifiable plot of land to the plaintiff-respondent at a fixed price with the intention that his offer shall become binding as soon as it was accepted by the offeree. In the circumstances, we hold that there was no concluded contract capable of being enforced by a decree of specific performance and that the learned trial judge erred in holding otherwise.
