In this part, read the following fact scenario and then answer thetwoquestions immediately afterwards.

Perfect Investments Limited ("PIL") is interested in purchasing an apartment from Vending Limited ("VL").Theapartment is fully furnished and VL currently rents it out on Airbnb.PIL intends to do the same.

Three weeks ago, the directors of both companies visited the apartmentto inspect the property and to discuss the terms of sale.During the inspection,they discussed the price.PIL asked VLwhat the Airbnb rent was for the property when the property was "exactly like this".VL told her, and then PIL's director did a quick calculation of how much the company would be willing to pay for the apartment based on this rent.VL asked for $50,000 more, but after PIL explained that they could not offer any more without affecting the yield from the investment VL agreed to reduce the price.

Once the purchase price was agreed, they agreed that PIL would pay a 10% deposit in two instalments - $1,000 immediately, and then the balance in 5 working days.They already knew the identity of the property and the vendor and purchaser.The only thing PIL wasn't sure about was whether the company needed a finance condition.

After the meeting, PIL's director went straight to the bank and agreed a loan.PIL then called VL and said that the company did not need a finance condition and so it was "ready to go".VL's director confirmed all the details that had been discussed at the meeting and then said "We have a deal.Send me the first deposit".That evening,PIL transferred the $1,000 deposit to VL by internet bankingand emailed VL to confirmthat "the first deposit has been paid under our contract".VL replied the next day confirming receipt of the deposit and saying "we should probably get something formal in writing".

VL's director said he would ask his lawyer to prepare a short document to record the terms of the deal.The laywer prepared a standard ADLS SPA, which included all the details that PIL and VL had agreed at the meeting and over the phone.VL signed the ADLS SPA and emailed it to PIL for the director to sign.PIL's director explained that she was out of the country so couldn't physically sign the document, but that she had read it and it was correct.

When PIL's director returned from her holiday she asked her lawyer to read the ADLS SPA.When the lawyer sent PIL a summary of the contract she was surprised to learn that it didn't include all of the furniture in the apartment or the hot tub that was out on the deck.PIL's director thought that the contract had included these things.

She also thinks that it was obvious from the meeting that all of these things were going to be included in the sale.At the meeting she had made it obvious that PIL wanted to rent the apartment exactly as it was, and at the same price.She had even asked VL if she could have the Airbnb photos so that she could use them for her listing as soon as the purchase was completed.PIL thinks that VL should have known that PIL wanted to buy the apartment with everything in it.But when PIL called VL's director to ask him to correct the contract, he refused to do so.He has said that PIL can buy the furniture and hot tub for an additional $55,000, but PIL can't do this and keep the yield the same.

Having read the above fact scenario, now answer the following two questions.

Question 1: Do PIL and VL have a binding and enforceable contract?In answering this question please ensure you identify the elements of contract formation.Where applicable, reference relevant case law and statute.

Question 2: Regardless of how you answered the question immediately above, now assume that there is a valid and binding contract of sale.Discuss whether or not you think PIL can ask the court to amend the contract to include the furniture and hot tub on the basis that has been a unilateral mistake under the the Contract and Commercial Law Act 2017.