Contract Formations Ashley is the CEO of American Football Australia (AFA) the body that regulates the game of American football in Australia. As a way of promoting the game in Australia she had an idea to have a local team play a well known American team in Australia in mid-late 2016. To that end on 1 June 2015 she contacted the president of the Gridiron Association(GA) in the USA (Ben Paterson). The GA is the equivalent body in the USA to AFA in Australia. Ben thought it was a great idea and said to Ashley, ‘we will have no problem signing on a major US team for the game as part of their service to the game’. Ashley said ‘great, let’s make it happen, I will make a few more enquiries here as this of course has to be subject to me securing a local team’. ‘Ok’ said Ben ‘get back to me Soon after the initial call Ashley contacted 3 leading Sydney teams, the Blue Mountains Blue Birds, the Central Coast Cougars and the Haberfield Fedos. The Haberfield Fedos expressed great interest and said they were ‘ready to sign on’. The Blue Mountains Blue Birds also expressed some interest. Ashley made another call to Ben and said ‘good news, I have a top local team the “Haberfield Fedos” ready to sign on’. ‘Great’ said Ben. Ashley then said, ‘of course this needs to be subject to contract and I would need the governing law of the contract to be NSW’. ‘That’s fine’ said Ben, ‘look we do this all the time and have a standard contract we can use and adapt as required, also I think we might have managed to get the Tennessee Tigers to sign on at this end but they would want a cheque from us of $5 million US so that would be the price we would want from you plus our expenses’. ‘Great’ said Ashley, ‘well let me just work on a couple more things’. ‘Fine’ said Ben, ‘get back to me, oh one more thing, the game would have to be in late August Ashley then went back to the Fedos with the good news. Unfortunately she did not receive good news from the Fedos. They claimed that as their local season started in early September they needed to be training all August, they would not be fully fit by late August and, in any case, could not afford to get injuries that close to the start of the local season. It would be better they said to have the game at the end of the local season, they added ‘look our season is the same as theirs so we are not sure why they want to play then either, but we would assume that because they have so many players they will be able to field a good team even if it is not their top team’. They refused to sign a formal agreement to play. While trying to change the mind of the Fedos, as well as asking Ben to consider a different time for the game, Ashley lost track of time and the option on the football stadium lapsed. She had also been busy going back and forth with Ben over the contract which she thought was now finalised although she had overlooked that it did not have a subject to finance clause in it. The process had taken a lot longer than she thought it would and to keep things moving she had approached her bank for finance before getting the formal contract finalised and executed. They offered her financing but the terms were not to her liking. She has not seen another bank. The merchandise manufacturer has asked for an upfront payment. She has not been able to get a new option on the football stadium. A copy of the contract executed by Ben on behalf of GA then arrived on her desk together with a bill for $100,000US for expenses incurred. That sum shocked her, she had not planned on GA's expenses being so large. There was also a covering letter from Ben saying, that he could not vary the date as the team is not otherwise available, the letter continued, ‘I hope you are locked in at your end, we will look like fools here if after all this negotiating and promising the Tigers a trip downunder that it gets cancelled because you cannot finalise things, we are within a fortnight of signing the Tigers’. Ashley approaches you for advice. She has not got back to Ben and a month since receiving the letter from Ben has now passed. She never went back to the Blue Birds and GA have now signed the Tigers. She wants to know if she has a binding contract with GA and, if so, on what terms. In addition, does she have any remedy against the Haberfield Fedos? Advise Ashley.