Facts:

Ellen is a jazz singer who performs across the country. She lives in St. John's and is interested in buying a small nightclub downtown she can perform in. She has discussions with the club's owner, Sam. Sam is the head of the Newfoundland Music Association and is well known throughout the industry. He also has a significant social media presence. Sam tells Ellen he is willing to sell the club to her for $200,000. He also says he is going out of town in one week's time and therefore needs her to accept his offer by Friday, after which the offer will end. Because he is rarely home, Sam tells Ellen if she wants to accept his offer, she has to send an email to him at his email address, s..l@geemail.com.

Ellen speaks with her banker to see if she can arrange for financing and then decides to accept Sam's offer. On Thursday, she calls and leaves a message on his voicemail telling him this. In the meantime, Sam has decided to sell the club to someone else and tells this to his friend Tony. Tony and Ellen are friends, so Tony calls Ellen and tells her Sam has decided to sell to someone else. Ellen is upset and immediately writes to Sam at his s..l@geemail.com account telling him she accepts his offer to sell the club to her.

For the purpose of this question, ignore the fact that the law requires contracts involving land to be in writing.

Questions:

(a) Does a binding legal contract exist between Sam and Ellen for the purchase by Ellen of Sam's nightclub? Why or why not?

(b) If Sam's offer to sell the club had been accepted but did not contain the sale price ,what effect if any would that have on your answer to (a) above? Discuss your reasons.

(c) If Sam's offer to sell the club had been accepted but he and Ellen were brother and sister, what effect would that have on your answer to (a) above, if any? Discuss your reasons.

(d) What could Ellen have done to legally ensure Sam's offer to sell the club would stay open until Friday?

(e) Assume a binding contract existed between Ellen and Sam and Sam refused to transfer the club to Ellen. What should Ellen take into consideration in deciding whether or not to sue Sam?

(f) Assume there was valid offer and acceptance between Ellen and Sam. The contract is silent on when Sam will transfer the property to Ellen. Would a court still give effect to the contract and if so, how would it determine when the property was to be transferred to Ellen?