Prior Posts: Offer and Acceptance

Offeror as Master of the Offer

(1) In contracts it is always the offeror who decides the means of acceptance (And it appears that they can decide this after the fact, as well. Meaning that an offeree can say they accepted an offer via phone call and the offeror can say, "well no, we didn’t explicitly say so, but we wanted via email".)

Yes (the offeror is the master of the offer) and no (as to your illustration).   If the offeree is justified in believing that the offeror invited acceptance by a phone call, then the offeree has the power to accept by a phone call.  The offeror can’t turn around after acceptance and say we wanted e-mail.

Being the master of the offer means that the offeror has the power to determine what is communicated to the offeree.  But, such manifestations are interpreted from the position of a reasonable offeree .

(2)Why couldn’t Pepsico argue that they put out specific catalogs and order forms that were the only means of acceptance for their offer and that if the jet was not in the catalog and order form that it would be reasonable to assume that it was not being offered? Even an 11-year-old (or the parent buying the points) should be able to reasonably see that…even if it is disappointing.

They could so argue.  But, did the ad mention the catalog and order form?  Would the 11-year-old not be justified in believing that all it took was collecting the Pepsi points?

As with all reasonable person analyses, lots of facts to argue and not always one fact that trumps all the rest.


Offer- From whose perspective?

The "After joke at Panthers game, ‘Catman’ to get truck" story is located at

After joke at Panthers game, ‘Catman’ to get truck

Associated Press

CHARLOTTE, N.C. — Greg Good, the Carolina Panthers fan who dresses up as "Catman" at home games, will receive a new pickup truck from Fox Sports after an on-air practical joke during a preseason game went awry.

Greg Good

Gary Rothstein/Icon SMI
Maybe "Catman," right, will give Randy "Zip" Pierce and his dog Ostend a ride in the new truck.

During the second half of the Aug. 24 game between the Panthers and Miami Dolphins , Fox Sports announcers Dick Stockton and Daryl Johnston started billing a car giveaway as a reason for fans to stay tuned after the teams’ starters left the game.
"Now all you fans out there, you might be thinking, ‘Well, the starting units are out, we might change the channel.’ We’re going to do something special to try and keep you here tonight. We’re giving a car away tonight," Johnston told viewers.
With 1:56 remaining, the telecast went to a shot of sideline reporter Tony Siragusa standing in front of the 6-foot-4, 340-pound Good, who was sitting in a front-row end zone seat wearing an electric blue wig and black-and-blue cape.
"The car is coming in right now," Siragusa said. "Here it comes. Beautiful. It’s white. It’s a Porsche."
He then handed a toy car to Good.
Good says he believed the toy was a token of the real car he was to receive and expressed excitement and joy. That turned to anger after Good, who counsels troubled youths, found out it had all been a joke.
A Charlotte Observer sports columnist took up Good’s cause, writing a front-page column in Wednesday’s newspaper that resulted in outraged fans e-mailing Fox Sports.
That led Fox Sports chairman David Hill to announce he would personally give Good the keys to a new Ford F-150 pickup.
"I’m coming to Charlotte Friday to apologize to Mr. Good for a joke that went terribly, terribly wrong," Hill said.
Hill said there would be punishments at Fox Sports over the incident, but said none of the announcers involved will be taken off the air.
"I take the reputation of Fox Sports very seriously and I don’t want it to be sullied," he said.
Good expressed excitement at the turn his story had taken.
"I’m so surprised and so happy," he told The Observer. "I thought all I was going to get was an apology."
Copyright 2006 by The Associated Press


Mailbox Rule

Concerning the mailbox rule, what would be the effect of placing an acceptance and rejection in the mail at the same time? More realisticly, what would happen if an acceptance was mailed following placement of a rejection in the mail? I assume the answer will be that whichever arrives first is binding, but will you please clarify?

You should not assume the law is logical. The rejection has no legal effect until received. The acceptance is effective immediately when mailed. The contract is formed if the acceptance is mailed before the rejection is received. Of course, this answer assumes that the offerree wasn’t aware that he rejected the offer. [e.g., mails a letter such as "I’ll give you $50 less than your offer for it" and then regrets that and immediately mails "I’ll buy it."]



n class you said that once a conversation ends, the power of acceptance terminates.  The casebook, however, talks about how an offer remains open for a reasonable period of time.  Which one is it?

(RER)  Why do you think there is a difference?  It is unreasonable (say the courts) for one to believe that an offer remains open after the end of a conversation.  In other words, the reasonable time ends at the end of a conversation.  As you learned in torts, it all depends on what "reasonable" means.


An approach to Offer/Acceptance

  • K Formation Summary [O + A + C/R = K ]:
    • Was there an offer?
      • Offer or mere negotiations [§24 v. §26]?
      • Firm Offer (written offer, to be held open for a period of time 2-205 )?
    • Was there a valid acceptance?
      • Mirror image (Non-goods or perhaps UCC by analogy)
      • Goods (2-207 Battle of The Forms)
      • Mailbox Rule [§63 ]
      • Acceptance via Silence? [§69 ]
    • Is there valid consideration [§71 ]?
      • A bargain, not nominal, not illusory, not already a legal duty?
    • Is the K the type of K that can be enforced w/out consideration:
      • promises to pay a debt despite statute of limitations
      • promise to pay a debt despite bankruptcy
      • Promise to perform under a K that is/was voidable?
      • Reasonably Foreseeable Detrimental Reliance? [§45 Unilateral Ks, §87 Option Ks, §90 Bilateral Ks, §139 Reliance As An Exception to S of F]
      • Is the agreement for goods or services?
      • Non-goods , RST Ks & case law governs
      • Goods , UCC governs supplemented when silent by the common law & RST Ks

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