“To constitute a valid contract there must be separate and definite parties thereto; those parties must be in agreement, that is there must be a consensus ad idem; those parties must intend to create legal relations in the sense that the promises of each side are to be enforceable simply because they are contractual promises and as clear and helpful an enunciation of the principles as any which should guide the court in determining the ever recurring question of whether there has been a contract between the parties is provided by Saville in Vitol BV v Compagnie Europeene des Petroles [1988] 1 Lloyd’s Rep 574, at p 576 in the following words: The approach of the English law to questions of the true construction of contracts of this kind is to seek objectively to ascertain the intentions of the parties from the words which they have chosen to use. If those words are clear and admit of only one sensible meaning, then that is the meaning to be ascribed to them and that meaning is taken to represent what the parties intended. If the words are not so clear and admit of more than one sensible meaning, then the ambiguity may be resolved by looking at the aim and genesis of the agreement, choosing the meaning which seems to make the most sense in the context of the contract and its surrounding circumstances as a whole. In some cases, of course, having attempted this exercise, it may simply remain impossible to give the words any sensible meaning at all in which case they (or some of them) are either ignored, that is to say, treated as not forming part of the contract at all, or (if of apparent central importance) treated as demonstrating that the parties never made an agreement at all, that is to say, had never truly agreed upon the vital terms of their bargain.” Sri Kajang Rock Products Sdn Bld v Mayban Finance Bhd & Ors [1992] 3 CLJ 611 (Rep) per VC George J (as His Lordship then was)
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