| A | B |
|---|
| OBJECTIVE THEORY OF ASSENT (“meeting of minds”) | the parties must reach an agreement to which they “mutually assent.” This mutual assent is characterized by a bargaining process that includes the offer and the acceptance. |
| Ray v. William G. Eurice Bros., Inc | Rule: A party is bound to a signed document which he has read with the capacity to understand it, absent fraud, duress and mutual mistake (Construction company didn’t read stipulations from home owner) . |
| Lucy v. Zehmer | Rule: The law judges of an agreement between two parties exclusively form those expressions of their intentions which are communicated between them. Doesn’t matter about subjective opinion(drunk man jokingly makes deal to sell his house at bar) |
| MECHANICS OF OFFER AND ACCEPTANCE | An offer is effective on receipt A counter-offer is effective on receipt A rejection is effective on receiptAn Acceptance is effective on dispatch |
| Offer | Look for contractual intent, words, reasonable man standard, surrounding circumstances, certainty of terms, written contract contemplated, definiteness, communication to offeree |
| Restatement §24 | An offer is the manifestation of willingness to enter into a bargain, so made as to justify another person in understanding that his assent to that bargain is invited and will conclude it. |
| Lonergan v. Scholnick | Ads are Mere Invitations; an offer can be rejected any time before acceptance |
| Fixed Purpose Test Restatement 26 | A manifestation of willingness to enter into a bargain is not an offer if the person to whom it is addressed knows or has reason to know that the person making it does not intend to conclude a bargain until he has made a further manifestation of assent. |
| Acceptance by Silence | Generally not accepted, acceptance must be communicated to offeror |
| Vogt v. Madden | general rule is that silence does not equal acceptance )(share cropper who had agreement for 2 years assumed acceptance of the third year) |
| Normille v. Miller | If a seller rejects a purchase offer by making a counteroffer, which is not accepted, the prospective purchaser does not have the power to accept the counteroffer after receiving notice of the counteroffer’s revocation. |
| Mailbox rule | goes in mail = effective |
| Last Shot Doctrine | last piece of paper courts will follow |
| Termination of Offers | Lapse of Time, Death, Incapacity, Rejection Counteroffer, Revocation |
