K Case Briefs.
Author: Bram
School: Nova
Southeastern
Professor: Grohman
enforceable contracts: when promise is entitled to either a money judgment, injunction, or specific performance because of a breach
contract is void: when it produces no legal obligation on the part of the promisor
(ex: contract which lacks consideration)
voidable contract: if one of the parties has power to elect to avoid the legal relations created by the contract or by ratification to extinguish the power of avoidance
(given to infants, cases of fraud/mistake, duress)
unenforceable contracts: have some legal consequences but which may not be enforced in an action for damages or specific performance in the face of certain defenses (Statute of Frauds, ststute of limitations)
*can also apply to certain contracts tainted by illegality but aren't wholly null and void, or with government contracts with immunity (more legal consequences here)
express contracts: when parties mainifest agreement by words
implied contracts: when parties manifest agreement by behavior
(ex: the plumber and doctor scenarios...both are implied contracts and quasi-contracts in which both parties get something for their actions)
*we look to the law of quasi-contracts for reallocation of losses when contracts are avoided for incapacity, fraud, mistake, duress, is unenforceable because of impossiblity or frustration
Intent: was the party bound to the agreement?
Behavior could be determining factor (was person serious when making offer which was accepted, or would an ordinary person in the acceptor's shoes think the offeror was serious)
Objective vs. Subjective approach
objective approach: mental intentions of parties are irrelevant; acts manifesting assent must be done either intentionally or negligently; viewed from vantage point of what a reasonable person would think in the same situation
(did that person have superior knowledge of the events which took place?)
subjective approach:
Parties don't have to intend to be bound
if from statements or conduct of the parties there is no intent to be bound or to have legal consequences, then generally there is no contract...but if parties acted under the agreement and it's unfair not to enforce the agreement, it should be enforced (could result in unjust enrichment, which could represent an additional claim in enforcing the contract)
BUT...this depends on the assumed results of what was to happen from the agreement (ex: if A goes to B's house for dinner and B is not there, A cannot assume anything except that a social scenario was to ensue, unless something previous was indeed discussed)
INTENT TO CONTRACT
Mutual Assent: essential to contract formation; involves offer and acceptance
(identifying the offer and acceptance can be the method by which mutual assent is established)
Is the offer revocable?
could be irrevocable if done with option contract
by beginning to perform under an offer that looks to acceptance by performance only
by detrimental reliance
by statute (firm offer UCC 2-205)
by a writing signed by the offeror which recites a purported consideration and proposes a fair exchange
·
Was the offeree's power of acceptance terminated?
by revocation
rejection (including a counteroffer)
lapse
death or incapacity of the offeror or offeree
· (if so, no acceptance is possible)
offer can be accepted by promise or performance
Test: was there a contract between Mary and John?
If a letter was sent to SEVERAL persons including John and Mary had only ONE piece of property, a REASONABLE PERSON in John's position would conclude that her letter was not an offer. Mellon v. Johnson, 76 N.E. 2d 658 (Ma. 1948).
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Example:
On June 10 A signed and delivered to B the following letter:
"I offer to sell Blackacre to B for $80,000. (s) A"
On June 17 at
In which of the scenarios listed below would a letter of acceptance from B be effective?
Choices:
(a) A's letter stated that the offer was to remain open until June 19 and B's letter was mailed on June 18.
(b) B's letter was placed in the mail at on June 16 but not received until June 19.
(c) B paid A $20 in exchange for A's promise to keep the offer open until June 18, and B's letter of acceptance was mailed at on June 16 and received on June 19.
(d) A's offer recited that B had paid $20 to keep the offer open until June 18, but B never paid the $20. B's letter was mailed and received on June 18.
(e) B paid $20 to A to keep the offer open until June 18. B mails his letter on June 16. B rather than A dies of a heart attack on June 17. B's acceptance letter was received on June 19.
Answer: (b) B's letter was placed in the mail at on June 16 but not received until June 19.
The acceptance was effective. The offeree's power of
acceptance is terminated by the death or incapacity of the offeror or offeree.
Res. 2d Contracts § 36(1)(d). see also
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OFFER
An offer is defined as a manifestation of willingness to enter into a bargain so made as to justify another person in understanding that her assent to that bargain is invited and will conclude it
(A legally sufficient offer requires a manifestation of present intent, not just of words, but the surrounding circumstances of the intent - orally, written, or by conduct)
Words that indicate a future intent do not normally manifest a present intent.
If trying to determine if an offer is revocable:
In answering this question there are three things you must keep in mind:
1. Are offers generally revocable or irrevocable?
2. Is there a time beyond which an offer can no longer be revoked?
3. Are there certain types of offers which are not revocable?
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Example:
On June 30 Byer receives the following letter from Cellar:
"Dear Byer:
I offer to sell you Blackacre for $100,000.
(s) Cellar"
What is the duration of Byer's power of acceptance?
Answer: The offer will remain open for a reasonable time, because no duration is specified.
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Another problem: What is a reasonable time is determined by the understanding of a reasonable person in the offeree's position. In each of the scenarios below, decide if the acceptance is effective or not.
Answer: This is ineffective acceptance. Absent other circumstances, where parties bargain face to face or over the telephone, the time for acceptance does not ordinarily extend beyond the end of the conversation.
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...And more more for good measure:
A offers a reward for information leading to the arrest and conviction of his son's murderer. B gives the information 1 year later and demands payment.
This is effective acceptance. To determine if an offer of a reward for the
arrest and conviction of a person guilty of a specific crime has lapsed, one
should look at the purpose of the reward. If that purpose can no longer be
achieved, then the offer has lapsed. Ordinarily, such an offer could not be
accepted after the statute of limitations has barred prosecution. In the case
of murder, there generally is no limitations period. Res. 2d Contracts § 41
comm. c and
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What is a reasonable time is determined by the understanding of a reasonable person in the offeree's position. In the scenario below, decide if the acceptance is effective or not.
After a series of arsons,
Answer:
Ineffective time for acceptance.
The court in the case on which this question is based denied the claim,
stating the purpose of the reward was to rouse the population to a high state
of vigilance and that the exigency under which the offer was made had passed.
Loring v. City of
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What is a reasonable time is determined by the understanding of a reasonable person in the offeree's position. In the following scenario, decide if the acceptance is effective:
A offers to sell B her stock in Big Inc., a closely held company. Two days later, after learning of a sharp rise in the over-the-counter price, B sends a fax accepting the offer.
Answer: Ineffective acceptance. The offer has lapsed. The reasonable time for acceptance in a speculative transaction is brief, not only because the offeror does not ordinarily intend to assume the risk that things will change, but also, because she does not intend to give the offeree an extended opportunity for speculation at the offeror's expense. Res. 2d Contracts § 42 comm. f. and ill. 8.
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A revocation occurs (and, thereby terminates the offeree's power of acceptance) when the offeree
1) RECEIVES from the offeror
2) a MANIFESTATION OF INTENTION not to enter into the proposed contract.
There are five ways in which an offer can be made irrevocable:
1. An option contract which is a promise to hold the offer open that meets the requirements for the formation of a contract that limits the promisor's power to revoke. Res. 2d Contracts sec. 25.
2. Beginning to perform under an offer that looks to acceptance by performance only. Res. 2d Contracts sec. 45.
3. An offer in a signed writing that recites a purported consideration for making of the offer and proposes an exchange on fair terms within a reasonable time. Res. 2d Contracts sec. 87(1)(a). But, note that the courts in many jurisdictions will permit the introduction of proof that the consideration was not paid and, if proved, refuse to enforce the promise not to revoke.
4. An offer made irrevocable by statute, e.g. firm offers under U.C.C. 2-205.
5. An offer which the offeror should reasonably expect to induce action or forbearance of a substantial character on the part of the offeree before acceptance, and which does induce such action or forbearance is binding to extent necessary to prevent injustice. Res. 2d Contracts sec. 87(2).
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Examples:
A leases Blackacre to B for 5 years. After executing the lease A writes to B, " I hereby grant B an option to extend the lease." (revocable)
A offers to sell Blackacre to B. The next day in exchange for B's promise to paint A's barn, A promises not revoke the sale offer for 10 days. (irrevocable)
In a written offer by A to sell Blackacre to B, A states " this offer to hold good for 10 days." (revocable)
In a written offer by A to sell Blackacre to B, A states, "You have 10 days to accept this offer." (revocable)
A, in writing, offers to sell Blackacre to B, stating that the offer will remain open for thirty days and is not subject to countermand. (revocable)
A offers in writing to sell Blackacre to B and gives B 10 days to accept, in exchange for the payment of $10 to A by B. (irrevocable)
A offers in writing to sell Blackacre to B and gives B 10 days to accept, in exchange for B's promise to pay A $10. (irrevocable)
***A binding option may be created by establishing there is a contract to keep the offer open through having:
1. an offer and a promise not to revoke the offer or to keep the offer open,
2. an acceptance of the promise to keep the offer open, and
3. consideration, i.e., some bargained-for exchange, for the promise to keep the offer open.
In some of the offers one of these elements is missing.
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Another example:
On May 1 Able writes to Baker:
"I offer to sell you all my Bruce Singsong CD's for $600. This offer to remain open for 6 months.
(s) Able"
Is the offer revocable for six months?
Not really. The answer depends on whether Able is a merchant. Since this problem involves the sale of goods, Article 2 of the U.C.C. applies. U.C.C. 2-205 permits a MERCHANT to make an irrevocable offer in a signed writing. This is called a firm offer. From the facts it's not clear whether Able is a merchant. If Able is not a merchant, this offer is revocable., because it was not given in exchange for consideration and there is no basis for claiming promissory estoppel.
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On May 1, Ajax Inc. sends Big Co. a purchase order for 1000 widgets at a price of $1 each. The purchase order stated that it would not be withdrawn. Is the offer irrevocable?
Maybe. An offer by
a merchant to buy goods in a SIGNED writing which gives assurances that it will
be held open is not revocable for lack of consideration. U.C.C. 2-205. The
questions here are whether
...now...Assuming the P.O. was signed, would a revocation
by
Yes. If no time is stated in the firm offer it is irrevocable for a reasonable time, not to exceed three months maximum. U.C.C. 2-205. In this case, the offer would be irrevocable for 3 months, and then would become revocable. U.C.C. 2-205 comm. c. Note the statute says three months, not 90 days. Here, the three months were up on August 1. So, this offer was revocable on August 10, even if this was a firm offer. Of course, if it was not a firm offer, it could have been revoked at any time.
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On May 1, John, the sales manager of Big Co., secures from Ajax Corp. a signed, written order for 1000 widgets at $1.00 each on Big's order form. The order states that it is firm for 30 days. Is this a firm offer, i.e., may this offer not be revoked for 30 days?
Maybe. Protection is afforded against the inadvertent signing of a firm offer when contained in a form prepared by the offeree by requiring that such a clause be separately authenticated. If the offer clause is called to the offeror's attention and he separately signs it, he will be bound; U.C.C. section 2-302 may operate, however, to prevent an unconscionable result which otherwise would flow from other terms appearing in the form. U.C.C. 2-205 comm. 4.
In this case, the form was supplied by the offeree, Big
Co. The facts are not clear whether the firm nature of the offer was brought
home to
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On May 1 A delivers to B the following letter:
" In consideration of $1 paid by B, I offer to sell B Blackacre for $ 100,000 if B gives notice of intention to buy within 10 days.
(s) A"
The price and terms of sale are fair.
If B pays A the $1; can A revoke the offer? No, there was already consideration in exchange for the promise.
...AND...
What if the $1 was not paid? May A revoke? Actually,
maybe. The decisions are split. Some courts hold that the offer is revocable if
the consideration was not in fact paid. Bard v.
The Restatement 2d Contracts takes the position that the offer is irrevocable:
"... the giving and recital of nominal consideration performs a formal function only. The signed writing has vital significance as a formality, while the ceremonial manual delivery of a dollar or a peppercorn is an inconsequential formality. In view of the dangers of permitting a solemn written agreement to be invalidated by oral testimony which is easily fabricated, therefore, the option agreement is not invalidated by proof that the recited consideration was not in fact given."
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In which of the scenarios listed to the left does an option contract exist?
A states to B, "If you paint my house, I will pay you $500. In response to A 's offer, B begins to paint A's house. (option)
A says to B, "If you run a 4 minute mile, I'll pay you $1000." B begins to run as requested. (option)
After losing his valuable Bolex watch, A offers a reward to anyone who finds it. In response to this offer, B begins to search for the watch. (option)
A writes to B, his son, "If you come to
A owes B $1000 due to be paid on June 1. A offers to accept $750 on May 1. B raises the money, comes to A's home and states " I have come to pay my debt." A replies, " I revoke." (no option)
Reasoning: Where an offer invites an offeree to accept by rendering a performance and does not invite a promissory acceptance, an option contract is created when the offeree tenders or begins the invited performance or tenders a beginning of it. Res. 2d sec. 45. Part of the actual performance invited must be given or tendered in order to preclude revocation under this Section.
Beginning preparations, though possibly essential to
carrying out the contract or to accepting the offer, is not enough. For
instance, the choice involving an offer to let the debtor pay early is based on
Petterson v. Pattberg, 161 N.E. 428 (N.Y. 1928). That court held that the
debtor's presenting himself at the door and announcing that he had come to pay
the debt amounted to preparation to perform. Only an actual tender of the money
might have made the offer irrevocable. See also
LUCY V. ZEHMER (1954)
Case Brief:
LUCY V. ZEHMER (1954)
Facts: Lucy and Zehmer were at a bar drinking. Lucy, in writing, doles out a contract to buy Zehmer's farm for $50K. Zehmer accepts and signs. Zehmer thinks it's a joke, but when Lucy asks for a $5 payment in order to bind the contract, Zehmer realizes what he just did and asks out of the deal; Lucy refuses and takes the "contract". They go to court.
Issue: Was Lucy's intention, in fact, absent, when he agreed and signed the contract to sell his farm to Zehmer? What constitutes intent in this case?
Holding: Lucy found to be right in his assertion there was a binding contract for Zehmer to sell his farm for $50K. Zehmer was not too drunk as he said to understand what was going on, and Zehmer displayed in his actions those of a person entering into a "serious business transaction."
Procedural History: It is first found Lucy did not establish their right to specific performance and dismissed their bill. It goes to appeal.
Rule: In looking at the circumstances to determine whether the offeror or acceptor in a contract had intent, it must be viewed from the perspective of a reasonable person by the actions of both parties. In addition, clear evidence is needed in order to show there was no intent to enter into a contract when a contract is signed by both parties and later is in dispute (secret intent does not count).
Court's Rationale: Zehmer claims first of all he was joking. The court found through the facts of the case since there was in fact a 40 minute conversation where both parties went back and forth on several issues including the names of the parties on the document (Lucy wanted Zehmer's wife to sign it as well), the rewriting to include that renaming, the discussion of what was included in the sale, provision for examining the title, the completeness of the instrument in question, and the taking of possession of the contract by Lucy with no request or suggestion by the Lucys that the contract be given back to them all make this look like a real business transaction.
Zehmer's demeanor also further indicates he was not too "high as a Georgia Pine" not to understand what was going on, based on the previous illustration of the details discussed in this contract. There also was also no evidence, despite Lucy's contention, that there was another contract written as well, or that one was changed to help the Zehmers.
Undisclosed intent is also immaterial (as stated in the rule); Zehmer's words and actions on their face depict those of a person who was intending on selling his farm.
In other words, what you say things really mean and how they are really done define intent in the court of law
II. What is an offer Aug. 19
Topic Notes:
What is an offer?
Promise to do or to refrain from doing some specified thing in the future conditioned on the other party's acceptance
An offer has also been defined as assurance that a thing will or will not be done.
(promisor need not promise action on their part...ex: an assurance it'll rain tomorrow or that a 3rd person shall paint a picture may be a promise)
What is a promise?
A manifestation of intent (willingness) to act or refrain from acting in a specified way, so made as to justify a promise in understanding that a commitment has been made.
*yet there can be acceptance without a promise being made (p.32 - A tells B he can have his car for $4K; when B pays the $4K, the car is his
Another situation where there might be acceptance without a promise occurs in a "reverse unilateral contract"
(no offeror promise, but the offeree promises)
The offer empowers the offeree to create a contract by accepting the offer. Typically, offer is promissory or of character; its acceptance turns the offeror's promise into a contract (unless there is some impediment to this contract)
Offers not distinguished from statements that aren't offers
Many expressions which border on promises, but aren't
1. Expressions of opinion and predictions: since it isn't a promise, it isn't an offer
(for example doctors aren't bound to promise they are as good as any of their peers; a lack of skill in a particular situation would result in a tort action of negligence, or malpractice.
*however, a physician's free to enter into a binding express contract (promise to cure, obtain desired result, administer treatment) and they'd be guilty of a breach of a promise...usually the issue is whether the doctor made a promise or stated an opinion to bolster the patient's confidence (here the reasonable person test would be used)
in an emergency, the doctor's words wouldn't be taken as such...but if the statement is only to be taken as a ploy for confidence on the patient's part, it has been instrcuted by courts to treat the statement as a promise
In other relationships (lawyer-client, architect-owner) things depend on the words used in the statement...was it indeed an offer or just an expressed opinion? (reasonable person standard)
2. Statements of intention, hopes and desires and estimates: no contract if a reasonable person concludes there was an intention on the part of the offeror to the offeree for something
* "will" is a common word used in a promise (will=promise)
Yet, it is best to have communication from offeror to offeree (letters of intent are not promises - think recruiting)
statements of wishes, hopes and desires are not promises or offers, nor are estimates generally
(reasonable person standard once again...would an estimate be a promise? No, just a guess on something)
only when these things are "firmed up" as offers are they considered promises
Equitable estoppel: traditionally requires misrepresentation of fact, reliance and injury (a person is not who they say they are - like an electrician saying he is an expert when he isn't)
3. Inquiry or invitation to make an offer
A question is not an offer (will you sell me this for X dollars?) b/c it only seeks information, not a commitment
4. Advertisements, circulars or catalogs
Advertisements and the like must have language of commitment to a reasonable person
(early courts decided newspaper ads were not offers if there was no quantity or language of commitment)
HOWEVER, ADVERTISEMENTS CAN CONSTITUTE AN OFFER
(stole for $1500, now for $1 -- FIRST COME, FIRST SERVE...was ruled an offer upon its promissory language)
Required: language of promise (ie: "we will pay") and quantity ( or quantity per person/party) for promise to exist...and action by the offeree can solidfy
Also a contract if the terms are written or said in such a way that a person's taking part in the sale/advertisement/offer had to do with the deal involved (we will pay for your medicine if it doesn't cure you)
At the grocery store, a person who buys a product becomes an option holder who exercises the option at the checkout line,
so when they put the item in their bag, it may be deemed a form of acceptance, with the option to terminate at the checkout line
but the offer from the store/manufacturer is irrevocable
5. Auction Sales - who makes the offer?
"what am I bid?" not offer to sell, rather invitation for purchase (auctioneer can accept or deny bids)
Auctions with reserve: bidder is offeror and contract is complete with the fall of the hammer (but bid may be withdrawan before then)...later bids terminate prior bids, and bids retracted do not bring back the other bids
Auctions without reserve: once bid is called for, auctioneer cannot withdraw article from sale -- b/c auctioneer made an irrevocable offer...the bid is a conditional acceptance, subject to higher bid being made
(by the way, an agent for a seller is known as a "shill")
Prices of sale are determined to help the buyer and protect the interests of all other possible players in he bidding (should there be "puffing" involved or not in the process)
Invitation to bid- bid
Similar to "auction with reserve" - request to bid not an offer, but the bid itself is an offer and acceptance on the part of the offeror to do the job
(state/municpal gov't bids usually have clauses stipulating the contract is awarded to the lowest responsible bid is accepted)
Price quotations - goods and real property
1. With goods: seen usually as an intention to sell, offer is invited
(communication as a whole rather than the label the party puts on it which must be interpreted)
language of commitment and whether the terms, especially quantity, are sufficiently definite.
2. Real Property
Mellen v. Johnson: a bid to several people was not considered an offer, looked at more as an invitation to make an offer
Offer vs. Preliminary Negotiations - Factors to consider
In determining whether a communication is an offer or not, use these factors:
1. Is communication initial as opposed to an offer or inquiry? Answers to inquiries are more likley to be considered offers. Language of inquiry also important...does it ask for an offer?
2. Are the words used generally associate with promise (or are they non-commital)?
3. Are there detailed terms? Do they include quantity/quality terms?
4. Selectivity of Communication: is it clear party sending out communicade is treating with other people the same respect to the same subject matter?
5. Does the case involve real property or goods? (courts less likely to deal with decisions on property than similar message on goods)
6. Relationship of the party (husband/wife or close bond)?
7. Surrounding circumstances (is doctor treating patient under emergency circumstances or not)?
8. Usages of the trade, prior practices of the parties ("course of dealing")
CRAFT V. ELDER & JOHNSON, CO. (1941)
Case Brief:
Facts: Plaintiff (Craft) tried to purchase a sewing
machine for the price of $26, per an advertisement in the Dayton Shipping
News. The advertisement claimed a
"Thursday Only Special", where one could purchase said machine for
well below its actual selling price ($175).
Said ad was in the
Issue: Did the discounted sewing machine advertised in the newspaper represent a contract, and, if so, did plaintiff have the right to recourse for extra monies spent in the course of purchasing the sewing machine? Is a newspaper offer a contract?
Holding: Judgment affirmed. Defendant was only taking part in a unilateral offer and could revoke it at any time.
Procedural History: Case was ruled in favor of the defendant in Court of Montgomery County (OH). Court said ad was not an offer which could be accepted to form a contract.
Rule: Any offer made without consideration can be taken back by the seller, since it is a one-way transaction until the buyer enters into the contract by purchasing said item.
Court's Rationale: Court goes to what it calls "well-recognized, elementary principles". Under special circumstances is a newspaper ad an offer, but it is an offer to negotiate according to the court (they used the word "chaffer", which means to bargain or haggle). The court used the example of a clothing merchant advertising coats for a certain price. This "offer" is not in fact an offer, but an invitation to enter into a contract upon purchasing the item (consideration for value).
There is no guarantee a sale to purchase something will necessarily be available by the seller at any time; they may opt out of the deal at any time as well. There was no performance promised in advance of the purchase. Nothing mentioned like "...if you arrive at the store first, you get this particular deal". Again, this case represents merely "expressions of willingness to negotiate".
LEFKOWITZ V. GREAT
Case Brief:
Facts: Plaintiff (Lefkowitz) goes to defendant's store (Great Minneapolis) in order to be in line for an advertisement special promoted in the local paper (twice), which read: "1 black lapin stole...beautiful, worth $139.50....$1.00 First Come First Served". Plaintiff arrives first in line at defendant's store and was denied -- twice for the listed price in the advertisement. On the first occasion plaintiff was denied based on a "house rule", which said the ad was for women only and not be made to men. The second denial was based on plaintiff's knowledge of the ""house rule".
Issue: Did the store's advertisement in the newspaper constitute an offer? Does consideration on the part of the customer in advance of the purchase constitute an acceptance in advance of an offer?
Holding: Find in favor of the plaintiff, as the advertisement did constitute an offer which was satisfied by the plaintiff's participation in the offer. There was "...in the conduct of the parties a sufficient mutuality of obligation to constitute a contract of sale." Plaintiff entitled to purchase coat for $1.
Procedural History: Case was originally tried in trial court and disallowed plaintiff's claim for the cost listed of the coat, but nonetheless found for the plaintiff the original amount of the coat minus the $1 quoted purchase price. Municipal Court of Minneapolis denied motion of the defendant for amended findings of fact, and thus a new trial.
Rule: The test of whether an advertisement could in fact cause a binding agreement is based on whether the facts show some performance promised in positive terms in return for something requested. To be an offer the advertisement must be clear, definite, and explicit, and leaves nothing open for negotiation. If the factors are met, then all that's needed to complete the contract is acceptance.
Court's Rationale: Under the above test to determine if the newspaper advertisement was indeed an offer, the major factor involved is the legal intention of the party. Here, the legal intention of the defendant is clear, definite, explicit and left nothing open to negotiation.
Plaintiff managed to be the first one to show up to the store for the advertisement, and since there was already a price offered in exchange for showing up first, he was entitled to performance by the seller (defendant).
As to the "house rule", which defendant stated was a policy in determining if plaintiff actually wasn't able to buy the coat, there never was one mentioned in the advertisement either.
US V. BRIGGS MANUFACTURING (1972)
Case Brief:
Facts: Appellant (Briggs) used the United States for
longshoring, freight, lighterage and terminal charges on a shipment from
Seattle to Point Barrow, Alaska. Barrow
claims the appellant should have charged a 3rd party, Toombs, who actually
used. Toombs claims they were quoted
"estimated" prices on the above services from the appellant, and
Toombs was furthermore told it could rely on the quoted prices. Toombs claims no responsibility for the
charges brought on by the Appellee, and that is instructed to pay the
Issue: May a third party incur responsibility for charges resulting from a contract between two other parties upon prior acceptance of charges for services rendered?
Holding:
Procedural History: In a per curiam decision, the US Court of Appeals, 9th Circuit, upheld a similar decision from a lower court, instructing Briggs (appellant) to pay for charges to the United States incurred from freight, lighterage and longshoring, and terminal charges on a shipment from Alaska to Seattle.
Rule: A party which enters into a contract with another party may not look to be unjustly enriched by having a third party pay for charges incurred through the course of business with that first party, in addition to charges due to the party doing business with the first party.
Court's Rationale:
"The State of
Here, Toombs was told they were able to rely on said quotes on charges from Briggs, and both parties acted as though the quoted prices would be the same prices ("reasonably accurate") in the course of business between the two parties. If a party is entitled to rely on an estimate, then they should not be liable for any other charges incurred through the course of business, unless they were forewarned of the possibility of such extra costs/charges.
LONERGAN V. SCOLNICK (1954)
Case Brief:
Style (name of case): LONERGAN V. STOCK, Dist. Ct. Of Appeal, 4th District, CA
Cause of action: Plaintiff claims there was a failure on the part of the defendant to honor and agreement on a parcel of land between the two.
Procedural History: The previous court found no contract had been entered into by the parties. Case appealed to District Court of Appeals, 4th District of California.
Facts: Defendant places an ad in a
Plaintiff asked for more of a description of the land and also suggested a particular escrow agent to use in an April 8 letter. On April 12, defendant sold said land to a third party for $2500. Defendant received plaintiff's letter of April 8 on the 14th. The next day, plaintiff wrote defendant for helping him find the land and that plaintiff would immediately begin the transaction with escrow agent to buy said land based on what he contends was an offer.
Plaintiff started an escrow account with a $100 deposit, agreeing to get the other $2400 later on. Plaintiff claims he was ready to pay the remainder at any time.
Issue(s): Was there an offer from defendant to plaintiff regarding the land for sale? Did defendant, in fact, intend on selling land in question to plaintiff, instead of to a third party?
Court's Rationale/Reasoning: Court looked at the Restatement of Law on Contracts and found the parties must come together in agreement on a specific thing, which is represented by the offer & acceptance process from one party to another.
As far as the actual claim of a promise by the defendant, the court decided as the burden of proof the plaintiff must have absolutely known the defendant was giving an expression of assent into a deal and was not interested in doing business with anyone else.
The correspondence in one letter used the language, "If you are really interested, you will have to decide really fast, as I expect to have a buyer in the next week or so." Letter also disclaimed it was a "form letter", which should indicate to any reasonable person there was more than just one person involved in this potential land deal.
Referring to the ad in the paper, the desperate terminology didn't mean it was an offer, merely a request for one.
All the other letters did were answer questions of the owner of the parcel of land, nothing more.
Rule: A newspaper ad for a sale item must have language in it indicating consideration in exchange for a service, not the implication of consideration for a specific item (ex: money for land). Intent may also be based on the circumstances involved to determine if assent was involved in a seller's actions.
Holding: Court held in favor of the defendant, as he never assented, despite the plaintiff's wanting to assent to the deal for the land. Court found defendant had a right to sell to a third party because there never was an offer to plaintiff.
FAIRMOUNT GLASS V. GRUNDEN-MARTIN (1899)
Case Brief:
Style (name of case): FAIRMOUNT GLASS WORKS V. GRUNDEN-MARTIN WOODENWARE, CO. (1899), Court of Appeals Kentucky
Cause of action: Appellant claims no contract was entered into upon agreement of a prices quoted on several items in a shipping order.
Procedural History: Trial court found that plaintiff had the right to assume a contract was formed, finding for the plaintiff. Defendant appealed the decision insisting the judgment was erroneous. Appellate court affirmed judgment.
Facts: Appellee (Fairmount) wrote appellant (Grunden) a letter inquiring for pricing on a shipment of jars. Appellant answered with a detailed quote of prices, in reference to size, quantity and details as to the packing of the jars. Appellant also states in the letter they made quotes and contracts "...based on the contingencies of agencies or transportation." Appellee returns letter with quotes with another letter accepting the quotes and enters an order with Appellant.
In response to the telegram, appellant sent a telegram back which read they could not complete the order. No specific relief requested here.
Issue(s): Was there a valid offer, and thus a contract upon acceptance by defendant?
Court's Rationale/Reasoning: Intent of the the parties is key here. When appellee said its letter was for immediate acceptance, the appellant sent back a letter of acceptance immediately (the next day).
Also appellee also claimed there was an indefinite character to the quoted price on the sale, due to quantity of items in question. However, same appellee made sure to inform the appellant of the amount in each jar and monies per unit involved. Appellee also argued the shipping size was indefinite; court checked up on this point.
Court found "10 car loads" is a common expression in the shipping trade as equal to 1,000 gross (100 gross=car load).
Since the offer to ship had a deadline of May 15, appellant had the right to change the order only by that time.
(offer: manifestation of intent (willingness) to act or refrain from acting in a specified way, so made as to justify a promise in understanding that a commitment has been made)
Rule: General quotes are not offers. If a party responds to a specific inquiry with specific quotes on the inquiry, there is an offer. If the offer follows with a need to accept immediately, a contract is formed upon acceptance by buyer.
Holding: Judgment affirmed. There was a valid offer, which was accepted: hence, there is a valid contract.
PARTIES:
Plaintiff in first action and appellee in second action - Grunden-Martin Woodenware Co
Defendant in first action and appellant in second action - Fairmont Glass Works
III. Manifested intention
Topic Notes:
Is there a contract with a formal agreement, or is there no contract unless a formal document is adopted by both parties?
(3 possible scenarios)
1. Parties say there is no contract unless one is presented, agreed upon, and signed.
2. A "prospective record" simply memorializes the agreement; there's a binding agreement even without a document.
(a party's refusal to execute the deal at this point would constitute a "breach")
3. No manifestation of intent other than by the fact there will be a record.
(courts have held the agreement's not binding w/o a formal document; other courts ruled it's an agreement when the agreement is reached)
DIFFICULTY OF #3: QUESTION OF INTENT OF THE PARTIES (if one disagrees with another)
so, some important detail questions in light on this for the courts to go over are:
1. The extent to which express agreement has been reached on all terms to be included?
2. Is the contract one which usually is put in writing (or otherwise recorded)?
3. Whether or not it needs formal details?
4. Whether it needs writing or not for its full expression?
5. Are there few or many details?
6. Is the amount large or small?
7. Is this a common or unusual contract?
8. Is a contract used as standard in the particular type of negotiation in question?
9. Does either party take action in preparation for performance during the negotiations?
*also, it should be noted to ask if agreement is reached by correspondence, is the intent to bind the parties upon agreement?
INDEFINITENESS
If the content of the agreement is unduly uncertain no contract is formed; it is the contract, not the offer which must be definite!
(a material term which may be left for a third party to decide upon is an example)
Material items include: subject matter, price, payment terms, quantity, quality, duration, the work to be done, etc.
Indefiniteness as to an immaterial item is not fatal to a contract (and any monies paid must be given back)
An agreement may be enforced even if the terms have not been set forth with "optimal certainty"
meaning, able to perceive the basic obligations of the deal
"quantum meruit": a person may recover a reasonable value of services rather than by a share of the profits
one way or another, agreement may cure any indefiniteness
(less certainty is required where the action is for damages than in an action for specific performance)
PARTIES SILENT AS TO A MATERIAL TERM
Strong chance there may be an implied term from surrounding circumstances, or to be supplied by the court as a gap-filler
-missing term may be implied from external sources (in this case, courts will assume there was agreement on those terms)
but if the gap-filler would require an answering of the above questions (under difficulty of #3) would not be answered
DURATION PROBLEMS
When courts disagree whether a gap should be filled
When the duration of franchise agreement is silent as to the duration (courts generally: reasonable time intended)
ex: "permanent employment" would refer to the time a person is capable of doing a specified job...
If for some reason, they're terminated before that time, courts may look and see if the discharge was contrary to public policy
WHERE PARTIES AGREE TO AGREE OR AGREE TO NEGOTIATE
agreement to agree as to a material term (the leaving it indefinite) prevents the formation of a contract
(1) Cannot leave a material term too vague, and (2) it shows a lack of present agreement
HOWEVER, courts have ruled an agreement to agree represents an implied promise to negotiate in good faith
...Or, to do what one court called "to do what equity and good conscience requires"
In cases of an agreement to agree or to negotiate within situations involving the Uniform Commercial Code, the key issues are: intent, remedy and breach. The UCC now also states, in short, that despite missing the "particulars of performance to be specified by one of the parties" there is a contract."
HAINES V. CITY OF NEW YORK (1977)
Case Brief:
Style (name of case): Haines v. City of
Cause of action: Breach of contract for failing to maintain and expand on present water sewage system, as agreed to by a 1928 agreement with NYC.
Procedural History: Trial court and appellate division held in favor of plaintiff and interveners (town and village) and said while the city wasn't responsible for perpetual performance, they were responsible for constructing the needed extra lines until such a time as the village or town is bound by law to maintain a sewage treatment facility. Upheld by NY Court of Appeals.
Facts: NYC agreed with
Plant now running in excess of design capacity; plaintiff, who owns land, wants to build homes there. His request for connection of his 50 proposed lots to the sewer lines was rebuffed. NYC refused on grounds it no longer was obligated to further expand the plant, already at full capacity, to "accommodate" this new bunch of homes.
Issue(s): Was there an intended amount of time for NYC to take care of the town's sewage lines despite the silence in the material term regarding the length of time of the contract?
Court's Rationale/Reasoning: The court ruled, like the ones below, "the law will not imply that a contract calling for continuing performance is perpetual in duration.
However, there's no reason to allow NYC to be allowed to terminate the contract whenever it sees fit because it provides for no express duration. There are implied terms here, and a reasonable person would determine from the intent of the parties involved in the original deal, and the court has the right to supply the missing term if a duration can be determined by the intent of the parties, through the surrounding circumstances.
Rule: It's generally agreed by the courts where duration may be implied fairly and reasonably, a contract cannot be terminable at will.
Where parties haven't clearly expressed the duration of a contract, the court will use a reasonable standard, one which was implied by the parties.
Holding: From the 1924 agreement, the Court held the parties intended to maintain the sewage disposal facility until such time as the city no longer needed or desired the purified water, which is what the plant was supposed to do.
ECKLES V. SHARMAN (1977)
Case Brief:
Style (name of case): Eckles v. Sharman (1977)
Cause of action: This suit is for a cause of action for breach of contract against appellee by appellant, who was a head coach of a professional basketball team, and for the assuaging of that breach by the owner of another professional basketball team.
Procedural History: The case was tried in the trial court, where a jury verdict was for $250K against the coach and for $175K for the other owner. Case tried in Us Court of Appeals, 10th Circuit, where it was reversed and remanded with directions.
Facts: Eckles (trustee of Mountain Sales Sports, the
company which owned
2 years later, Stars sold to Mountain Sales Sports
(plaintiff here) and moved the team to
Plaintiff claims Sharman breached his contract and LA enticed him over and induced him to breach it. Sharman claims there wasn't a good contract to begin with, since two of the parts of the deal were never handled by the new franchise.
Issue(s): Was there in fact, a good contract between Mountain Sports and Bill Sharman, and if so, was he illegally induced into breach of this contract by the LA Lakers? Were, in this case, the option and pension so much an essential part of the contract, that failing to negotiate these terms made the contract unenforceable?
Court's Rationale/Reasoning: The trial court gave the jury incorrect instructions as to the verdict and liability of Sharman and the Lakers. The US Court of Appeals found it necessary to determine if, in fact, the two terms never completed in negotiations were essential to the formation of a binding contract. It would also need to be determined the intent of the parties involved as to the breach in question: did Sharman never really intend on using the pension and option; did the Stars ever intend on negotiating?
Therefore, if the option and pension were not deemed essential, Sharman would be guilty of breach and liable, as would the Lakers for inducing a breach of contract.
Rule: Once a contract is agreed upon, all which is left is good faith negotiations and/or elaborating non-essential terms. Essentiality depends on the intent of the parties involved.
Holding: Court remanded the case to find if the contract
was indeed legal in the
JOSEPH MARTIN, JR DELI INC V SCHUMACHER (1981)
Case Brief:
Style (name of case): Joseph Martin, Jr. Delicatessen, Inc., v. Schumacher (1981)
Cause of action: This a cause of action not for breach of contract, but for a demand on specific performance of terms implied within the contract, in an agreement to agree on a future rate of rent.
Procedural History: The case was tried at the trial level and ruled for appellee (there was also a countersuit by appellee to evict the tenants (appellant). Case dismissed by Supreme Court of New York, and tried at District Court, where the court found in favor of appellant. In appellate division, court ruled tenant failed to set a reasonable rent.. Appealed to Court of Appeals.
Facts: Tenant signs lease with appellee for five years with an upward rate of rent from $500 to $650 a month by the fifth. The contract also said, tenant could re-up the lease with appellee, provided there was timely notice from tenant. Tenant gave timely notice, but landlord wanted the new monthly rate of rent to start at $900. Tenant even went to such extents as to hire an appraiser to see what kind of fair market value the property could or should be offered. Appellant/tenant wants the rent to start at a "reasonable rate". Landlord/appellee wants tenant evicted.
Issue(s): Should there be a reasonable standard for a material term in a contract when it is agreed to be agreed upon, or may offeror change their mind/up their price?
Court's Rationale/Reasoning: A contract is "private 'ordering'", where parties bind themselves to do certain things. However, there must be specificity on the terms, unless it may be reasonably determined there was intent to settle on those terms at a later time.
In this case, the term was rental rates. The original deal was specified, with the condition the tenant may come back and ask to renew, with terms to be agreed upon at a later time. The fact this term in and of itself was too major a term to ignore until such a time as after the end of the lease is a lesser point. The fact the parties agreed with no specificity at all to agree on terms at a later date is the more important factor.
What is meant by the above statement is since there were no specifications on this later agreement to agree, there is no chance of recourse for the tenant. Nowhere in the earlier 5-year lease was there a term which specified a reasonable rate of rent at the time of lease renewal, or for fair market value, as the appraiser would have settle.
Rule: As much as there is a reasonable standard for determining values on gaps of information in contract terms which are "agreed to be agreed on", a material value, such as in this case, a rental rate is too crucial for a court to decide upon.
Holding: Court reversed decision of lower court and dismissed the appeal without costs.
IV. Unilateral, bilateral & reverse unilateral contracts
A. The classical approach
Topic Notes:
Unilateral, bilateral and reverse unilateral contracts and some of their implications
The classical approach
-If one party makes a promise then only they are bound to a legal obligation...these are unilateral contracts
-If both parties make promises, it's a bilateral contract
-If there are more than 2 parties, the contract is bilateral if one party is both a promisor and promisee
A tells B: "if you run the NY Marathon, I'll pay you $1K...A is not asking B for a commitment; A has made an offer though
THIS IS UNILATERAL
A asks B: "if you promise to run the NY Marathon, I'll pay you $1K...If B returns the requisite promise, IT IS BILATERAL
Contract would also arise with an implied promise...
A promise could be inferred if B started to run the marathon in A's presence; if B started running without A present, there would be no implied promise b/c the requisite communication would be lacking
*Where an offer to a bilateral contract is made, no contract is created unless B makes the requested promise either expressly or by implication.
ALL OF THIS IS PREMISED BY THE FACT A IS "THE MASTER OF THE OFFER"
-->free to indicate in what manner the offeree can assent
***one exception: if offerer asks for a promise to so something and offerree performs the task instead of promising to perform the act, there's some authority as to the effect a contract is formed if performance is completed while the offer is still open and requisite notice of performance is given...
AS LONG AS THE OFFEROR PRESECRIBES A PARTICULAR MODE OF ACCEPTANCE, THE OFFER MAY BE ACCEPTED IN ANY REASONABLE MANNER (so, an offer may be phrased to expressly permit an acceptance either by making a promise or by the rendering of performance)
Yet, a reverse contract has some different premises...
Example: A pays $500 to State Farm asking them to pay $200K should his home burn down
(acceptance: insurance company's promise to pay in the event of a fire)
HOWEVER, if State Farm made the offer to pay if A paid $500, State Farm is the offeror, and A's acceptance would be paying the rate...payment by A creates the unilateral contract, but he can't collect unless his home burns
THE UCC
-->an offer to make a contract shall be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances
-->an order/offer to buy goods is considered a prompt for acceptance if the seller promises to ship or actually ships them, but a shipment of goods doesn't necessarily constitute an acceptance if shipper tells buyer the shipment's offered only as an accomodation to the buyer
(more infra pp.68-70)
V. Acceptance
BROADNAX V. LEDBETTER (1907)
Case Brief:
Style (name of case): Broadnax v. Ledbetter (1907)
Cause of action: The following is a cause of action for breach of contract based on knowledge of acceptance of a reward.
Procedural History: In Appellate Court, appellee argued since appellant didn't know of a reward for capturing a criminal, he was not bound by contract to receive an award. Ruled in favor of appellee and moved on to the Supreme Court of Texas.
Facts: Plaintiff here captured a criminal in defendant's township/city whatnot, and was not aware of a reward for this criminal's capture. Plaintiff seeks reward promised by defendant, however since there was no knowledge of the reward, there was no acceptance of the deal, despite the fact the task was performed (just without notice of compensation).
Issue(s): Was notice or knowledge to plaintiff of the existence of the reward when the recapture was made of the criminal essential to his right to recover?
Court's Rationale/Reasoning: Acceptance in this situation would have been upon the time when Broadnax actually captured said criminal. However, since he did not know of the reward upon this time of alleged acceptance, he is not eligible to collect on the reward.
An offer would have created the power of acceptance for the offeree, but since he wasn't aware of an offer, he couldn't have been aware to accept it either. Ignorance, as it turns out, is not bliss.
Rule: Offeree needs notice of the offer at the time of the alleged acceptance.
Holding: The court held there had to be knowledge of the reward in order to receive it, and thus answered it's issue question in the affirmative.
INDUSTRIAL
Case Brief:
Style (name of case): Industrial America, Inc. v. Fulton Industries, Inc. (1971)
Cause of action: The following is a cause of action for liability of a guarantee of specific performance on a contract by defendant.
Procedural History: Trial court ruled
Facts: Plaintiff was acting throughits president Deutsch, who was a broker specializing in mergers. BH Inc wished to complete a merger and told the plaintiff and all other brokers. Plaintiff tried to negotiate several deals for BH but all fell through. BH later changes its mind regarding merging but never tells plaintiff. Then plaintiff finds out defendant is merger-minded and brought the 2 parties together. Merger happens later on but freezes plaintiff out. Defendant guaranteed plaintiff all brokers would be fully protected, and so they went to court to settle the dispute regarding the guarantee.
Issue(s): Did
Whether Deutsch knew of the offer?
Whether Deutsch's course of action constituted a performance amounting to an acceptance?
Court's Rationale/Reasoning: Here Fulton's knowledge of
the plaintiff's submission of BH's name to the merger was sufficient notice to
Rule: Overt manifestation of assent, not subjective intent, controls the formation of a contract. Only intent of the parties to a contract which is essential is an intent to say the words or do the acts which constitute their manifestation of intent.
The intent was clear on the part of plaintiff; their initiating the merger process with defendant constituted an acceptance of defendant's offer, and any non-performance on the part of defendant could be considered breach.
The Supreme Court ruled the jury in the trial court
should not have relied upon subjective reliance, as it would be too hard for
anyone to know what the parties were thinking individually, and instead would
instruct the jury to deliberate using the objective reasonable standard.
Holding: Found the notice to
CARLILL V. CARBOLIC SMOKE BALL, INC. (1893)
Case Brief:
Style (name of case): Carlill c. Carbolic Smoke Ball, Inc. (1893)
Cause of action: The following is a cause of action for breach of contract on part of defendant.
Procedural History: Court found in favor of plaintiff in lower court, and case was appealed to the Court of Appeal.
Facts: Defendant promised anyone who didn't contract the flu would get 100 pounds from this company, which advertised this guarantee in Pall Mall Magazine. Said advertisement added there were 100 pounds in a specific bank for withdrawal if product didn't perform as promised. Plaintiff bought the ball and still caught the flu; she demanded payment, and defendant refused.
Issue(s): Was there an offer on defendant's part via its guarantee in the advertisement, and an acceptance upon purchase by defendant, and if so, a breach upon non-performance of product and non-payment on part of defendant?
Court's Rationale/Reasoning: The court found Carbolic's advertisement to be unmistakably clear in its guarantee for anyone who received non-performance from the smoke ball. There were specific instructions on what the requirements were to use the item (3 times a day for two weeks), which were performed; nonetheless, the plaintiff still got sick. In this event, she is entitled to receiving satisfaction for this guarantee.
The linchpin to the argument for the plaintiff, the court finds, is the promise to pay on the part of the defendant, along with the advertised words, "showing our sincerity in the matter". "Sincerity" is meant by the language of the advertisement, to be sincerity for not having the smoke ball work to the customer's satisfaction.
Anybody who performs the specific tasks laid out before them in this offer accepts the offer, and thus the defendants are bound to such an agreement.
Rule: If a specific offer is made upon a specific performance (or non-performance), and a buyer complies with the instructions set forth, it is construed as an acceptance on their part, and both parties have entered into a contract. Just because two minds are apart, they simultaneously mutually assented into this contract.
Holding: The court found the advertisement to be sincere in its wording and guarantee, and dismissed the appeal on the part of the defendant.
DAY V. CATON (1876)
Case Brief:
Style (name of case): Day v. Caton (1876)
Cause of action: The following is a cause of action to recover the value of half a brick wall upon and between two adjoining estates as the result of a breach of contract.
Procedural History: The case went to court in the Supreme Judicial Court of Massachusetts, and a jury found in favor of the plaintiff, and neither the judge nor the jury bought the defendant's request to rule there could only be a contract if there were an express agreement.
Facts: Plaintiff had valuable interest in a lot 29, and built the wall in question, half in vacant lot 27 in which defendant had an equitable interest. Plaintiff testified there was an express agreement for defendant to pay plaintiff half the value of the said wall when defendant began building upon his lot.. Defendant denied having the conversation with him; there was no other direct testimony.
Issue(s): Was there an expressed agreement for defendant to pay plaintiff to building the wall separating the two lots, which would constitute a contract, and would refusal to reimburse expenses for the wall result in a breach of contract?
Court's Rationale/Reasoning: Court found in favor of the plaintiff once again, on the basis any reasonable person would glean from a man putting together a brick wall in front of defendant's property day after day there might be a concern about reimbursement, if there was indeed no express agreement. The court found it was the job of the defendant to object to any building of a wall if he indeed didn't want one there.
"Qui tacet consentire videtur (silent consent) is permitted in the event a party is fairly called upon to admit their liability" But if defendant was silent in the face of the facts which he now denies, he should be silent in the facts in which he speaks.
Defendant saw this man over and over again, not just once in a while, so the consent was in essence, defendant's silence and ambivalence to the building of the wall. This was a question for a jury, who did their job the right way according to the court.
Rule: Silence can indeed be deemed as acceptance, when there are chances to revoke the offer or rebut the offer.
Holding: There are different sets of circumstances which determine if silence could be the equivalent of an acceptance, but basically it comes to this: if a person has the knowledge a person is doing work for them with the understanding payment was accepted, there is a acceptance upon silence of the offeree.
WILHOTE V. BECK (1967)
Case Brief:
Style (name of case): Wilhote v. Beck (1967)
Cause of action: The following is a cause of action for repayment of monies due to appellant for the care of one Ruth Beck for 21 years.
Procedural History: The case was tried in front of a jury, which ruled for damages collected from decedent's estate for $11,368 instead of the $27,837 which was claimed and requested. Appellant's motion for a new trial was overruled and another look at the amount owed to appellee is why the case has come up to this court again.
Facts: Decedent showed up to appellant's home one day in 1939 or 1940 unexpected and unannounced, and stayed there until her death...21 years later. Appellee filed a claim for the amount above for expenses in relation to room, board, care and companionship. Appellant claims the decision was not with the law, and was not sustained by sufficient evidence.
Among the evidence at trial: no contention there was an express contract between decedent and appellee; the facts of where decedent lived in the home according to her health condition; and decedent's employment status while living in the home.
Appellant argues the two were second cousins, and the room and board provided were gratuitous as a family member would do for another. Appellant further argues appellee was in decedent's will, so she should be taken care of via the estate and not before and after (unjust enrichment?).
Issue(s): Was there communication from offeror (decedent) to offeree (appellant) for an exchange of money for care in appellant's home? How should damages be garnished from the estate if so?
Court's Rationale/Reasoning: Judgment was affirmed by the Appellate Court of Indiana. The court defined family as a group of people who form one household, with one head or domestic control and a group which has "reciprocal, natural or moral duties to support and care for each other." Here, the court found no such organization: decedent did help around the house, but on her own volition (she wasn't ever asked to do anything), which was the extent of her "support". Decedent lived in a room by herself, except when she lived with claimant's mother. Decedent came and went while she pleased and entertained her own guests. All this things are not what the court found to be a family atmosphere.
As far as the expenses go, it is the opinion of the court a request for claims against the estate of the decedent should be paid for before the estate is executed.
*It should be noted these cases are treated on an individual basis; there is no set rule for dealing with any of them.
Rule: When there is service provided to the effect of care and shelter, an express contract may be assumed, provided the care and shelter are not the result of a "family" setting.
Holding: Court held in favor of the plaintiff for claims not to what she initially asked for, but at least some of her expenses.
LIVINGSTONE V. EVANS (1925)
Case Brief:
Style (name of case): Livingstone v. Evans (1925)
Cause of action: The following is a cause of action for specific performance on a contract for sale of land.
Procedural History: This is the first time to my knowledge this case was tried anywhere.
Facts: Defendant wrote to plaintiff offering to sell him land for $1800 on terms. Plaintiff sent letter back saying, "send lowest cash price. Will give $1600 case." Defendant immediately responded, "Cannot reduce price." Immediately upon receipt of letter, plaintiff wrote back accepting.
Issue(s): Was the plaintiff's counter-offer in law a rejection of the defendant's offer which freed them from it?
Court's Rationale/Reasoning: The court said no by the express intent of the language used in the letters. The term "cannot reduce price" was a rebuff of the counter-offer but at the same time an express intent on the part of the defendant he would stand by his original price as an offer, and would be bound to the price upon acceptance.
Rule: Express intent in the language or written words of communication may be just as important to glean from as the words of a conversation. There are several ways for an offer to be offered, a counter-offer to be counter-offered, and an acceptance to be given.
Holding: The court found in favor of the defendant, in that his express words were not a rejection breaking off the contract, but a reaffirmation of the original offer, which gave the offeree power to accept, which he did, which bound the parties to the contract for land.
Case Brief:
Style (name of case):
Cause of action: The following is a cause of a action for breach of contract on defendant's part for failing to sell property to plaintiff after an offer was on the table and an acceptance had already been made.
Procedural History: The original trial court ruled in favor of the plaintiff and held Allan had no interest in the property based on a decree for specific non-performance.
Facts: Dodds sent a letter to
Next day, agent for Dickinson tracks down Dodds at
station and hands a copy of same written acceptance to Dickinson, which was
rejected, based on his having already sold property to Allan. Later on, Dodds finds
Issue(s): Was there an express contract based upon the offer to the plaintiff, and if so, was there a breach based on defendant's selling property to another party?
Court's Rationale/Reasoning: Court ruled under law the defendant had only offered the property in question to plaintiff, and had the right to revoke it at any time he saw fit. The time he saw fit was when he got acceptance on his offer. Plaintiff's situation with his attempts at accepting the deal upon rumor of another party's interest makes him an interested party, but no more.
There was no express contract on the part of the defendant by his mere actions. The deal was left open until a specific time, which gave the offeree power to accept it until then. It also gave the offeror power to revoke the offer anytime until the point an offer was accepted.
Rule: Express contracts may not be implied when one party's intent (offeror) is not concurrent with another (offeree).
Holding: The court held in favor of the defendant, finding he (Dodds) had the right at any time until the time the offer expired to take it off the table. It is also held the plaintiff should have at the point he heard someone else was interested in buying the property and may have been offered it, the plaintiff should have realized this was not a specific party offer anymore.
PETTERSON V. PATTBERG (1928)
Case Brief:
Style (name of case): Petterson v. Pattberg (1928)
Cause of action: The following is a cause of action for breach of a unilateral contract.
Procedural History: Plaintiff recovered for sum claimed lost as a result of the breach of contract with interest. On appeal, the claim was dismissed as was the award.
Facts: Plaintiff bought property from defendant, and in
the process of buying said property (
Plaintiff demanded recovery for his lost discount on the grounds he performed the consideration begin asked, and the offer was irrevocable. Defendant claims the offer was revocable.
Issue(s): Is a promise irrevocable in a unilateral contract when a promise to perform is attempting to be completed and the offeror withdraws his offer? Or is there a breach of contract.
Court's Rationale/Reasonin