Acceptance by Conduct or Silence

Russell v. Texas Co Texas Co. was using Russells land Russell says that if they arent off the land by a certain day then they will be charged $150 a day Since Texas Co. was misusing his land there is a contract This is a way of turning a tort into a contract The restatement says that you can do this so long as the terms are reasonable (Restatement 69(2)) Ammons v. Wilson & Co. salesman order case the contract stipulates that all contracts are accepted upon shipment even thou it is the sellers form the buyer is the offer According to the language when Ammons places the order there is no contract but this case is different because in the past Ammons dealings with Tweety had resulted in prompt shipping of the order The court remands the case based on those principles- the silence itself may be acceptance since in the past silence implied acceptance the jury will have to determine if P was reasonable in expecting his order. Restatement 69 Acceptance by Silence or Exercise of Dominion a. Silence and inaction operate as an acceptance in the following cases only: Where an offeree takes the benefit of offered services with reasonable opportunity to reject them and reason to know that they were offered with the expectation of compensation Where the offeror has stated or given the offeree reason to understand that assent may be manifested by silence or inaction, and the offeree in remaining silent and inactive intends to accept the offer Where because of previous dealings or otherwise, it is reasonable that the offeree should notify the

Mailbox Rule- An offer is accepted as soon as you put the acceptance letter in the mailbox The tricky thing with the mail box rule is that
the offeror doesnt know that the contract was accepted By saying that you can respond by mail the offeror puts himself on the hook Adams v. Lindsell- the case involved two parties in the sale of wool. On 2 September, the defendants wrote to the plaintiffs offering to sell them certain fleeces of wool and requiring an answer in the course of post. The defendants, misdirected the letter so that the plaintiffs did not receive it until 5 September. The plaintiffs posted their acceptance on the same day but it was not received until 9 September. Meanwhile, on 8 September, the defendants, not having received an answer by 7 September as they have expected, sold the wool to someone else. The defendant's offer was accepted by the plaintiff "in course of post" as specified. The final sentence of the judgment states: Then as to the delay in notifying the acceptance, that arises entirely from the mistake of the defendants, and it therefore must be taken as against them, that the plaintiffs answer was received in course of post. Therefore, there was a valid contract between the plaintiff and the defendant and the defendant was in breach of contract by selling the wool to a third party. Restatement 63 Time When Acceptance Takes Effect (Mailbox Rule)

i. Unless otherwise stated, an acceptance made in a manner and medium invited is operative and completes assent as soon
as put out of the offeree's possession, without regard to whether it ever reaches the offeror; but ii. an acceptance under an option contract is not operative until received by the offeror

Restatement 64 Acceptance by Telephone iii. Acceptance given by telephone or other medium of instantaneously two-way communication is governed by the principles applicable to acceptances where the parties are face to face

Restatement 65 Reasonableness of Medium of Acceptance iv. Unless circumstances known to the offeree indicate otherwise, a medium of acceptance is reasonable if it is the one used by the offeror or one customary in similar transactions at the time and place the offer is received

Restatement 66 Acceptance Must be Properly Dispatched

Nature and Effect of Counter-Offer

Minneapolis & St. Louis Railway Co. v. Columbus Rolling-Mill Co railway rail sale They changed the terms of the contract and went outside the offer to sell 2,000 to 5,000 tons thus it was a counter offer and not acceptance so there is no contract the problem is that the acceptance is not a mirror image of the offer a counter offer cancels out the original offer Restatement 39 Counter-Offers 1. A counter-offer is an offer made by an offeree to his offeror relating to the same matter as the original offer with different terms 2. Counter-Offer is rejection unless the offeror has manifested a contrary intention or unless the counter-offer manifests a contrary intention of the offeree Restatement 59 purported Acceptance Which Adds Qualifications 1. A reply to an offer which purports to accept it but is conditional on the offeror's assent to terms additional to or different from those offered is not an acceptance but is a counter-offer Restatement 61 Acceptance Which Requests Change of Terms 1. Is not invalidated unless the acceptance is made to depend on an assent to the changed or added terms