Intent to Contract: Offer & Acceptance Chp. 1 I.

Introduction: The Principle of Mutual Assent Notes: A showing of mutual assent (agreement) is necessary for an enforceable contract. In order to determine if the assent exists, courts inquire whether an offer and an acceptance has been made to that offer. If there is a clear willingness to enter into contract in such a way that the other party, the offeree, knows that assent is all that is necessary to cement the deal, and the offeree accepts, the contract is created. Lucy v. Zehmer Facts: On 12/20/52 Zehmer allegedly sold his tract of land to Lucy for 50k. Both Zehmer & his wife signed the contract, handwriting on the back of a check written by Zehmer, after he insisted to his wife that it was just a joke and that he had no intentions of selling it to anyone. The trial court erred in granting a motion for summary judgment/ the assignment of error is to this action of the court. Both parties were consuming alcohol the evening of the contract. The discussion about whether Lucy could afford to pay or not went on for quite some time Lucy had the title of the farm examined by an attorney who deemed it satisfactory. Then contacted Zehmer via letter advising him that he was ready to purchase. Zehmer took about a week to respond stating that he still had no intentions on selling. Mrs. Zehmer stated that at the time she understood what the writing on the check meant. Upon exiting Lucy offered the Zehmers $5 as a down payment to let them know he was serious; Zehmer declined the payment stating that he was not serious about selling. There was a witness, a waitress, who unfortunately was not paying attention to the business transaction. Lucy believed that the contract was a serious business transaction and that it was a good faith sale. At no time prior to the execution of the contract had Zehmer indicated to Lucy by word that he was not in earnest about selling the farm. He whispered it to his wife on purpose so Lucy could not hear it. Other evidence as to the condition of both parties contradicted the claim that Zehmer was as high as a Georgia pine, and it renders of no weight by his wifes testimony that she suggested Zehmer drive home after Lucy left the restaurant. Zehmer was not intoxicated to the extent of being unable to comprehend the nature and consequences of the instrument executed, and hence that instrument is not to be invalidated on that ground. Procedural History: Lower court found in favor of Zehmer. The trial court erred in granting a motion for summary judgment/ the assignment of error is to this action of the court. Who Won:

Lucy won Issue: Whether the writing signed by the defendants and now sought to be enforced by the complainants was the result of a serious offer b Lucy and a serious acceptance by the defendants, or was a serious offer by Lucy and an acceptance in secret by the defendants, in either event it constituted a binding contract of sale between the parties. Rule: In the field of contracts we must look to the outward expression of a person as manifesting his intention rather than to his secret and unexpressed intention. The law imputes to a person an intention corresponding to the reasonable meaning of his words and acts. The mental assent of the parties is no requisite for the formation of a contract. If the words or other acts of one of the parties have but one reasonable meaning, his undisclosed intention is immaterial except when an unreasonable meaning, which he attaches to his manifestations, is known to the other party. The law judges of an agreement between two persons exclusively from those expressions of their intentions, which are communicated between them. Holding: The decree appealed from is therefore reversed and the cause is remanded for the entry of a proper decree requiring the defendants to perform the contract in accordance with the prayer of the bill. Reversed & remanded. A person cannot set up that he was merely jesting when his conduct and words would warrant a reasonable person in believing that he intended a real agreement. The contract is binding. Notes: A husband and wife are not precluded from enforcing such agreements as they may make in a commercial transaction, but contracts regulating matters essential to the marital relationship are viewed with great suspicion. Courts dont usually deal with these conflicts because a serious breach involving marital affairs usually terminates the relationship. The courts limit their enforcement to matters of dissolution, custody of children, and appointment of property. Recently the courts have taken to disputing the agreements between unmarried cohabitants.