What Is the General Rule of Acceptance in Contract Law

If the parties are distant from each other and an offer is sent by mail, it is generally accepted in that country [United States] that the response accepting the offer can be sent by the same means, and if it is sent, the contract is concluded when the acceptance is sent. and beyond the control of the acceptor; the theory is that when you make an offer through the post office, he approves the acceptance which is made by the same means, his agent to get his acceptance; that the acceptance, when sent, is then communicated constructively to the supplier. According to the United States.C.C., where a buyer makes an offer to purchase goods for “expedited or in progress shipment”, the order is interpreted as permitting acceptance either by a promise to ship the goods or by the actual shipment of the goods. In addition, the shipment of goods by the seller is considered a valid acceptance, even if the goods are “non-compliant” (i.e. different from the goods described by the buyer in its offer). In such a situation, the shipment would be considered both an acceptance of the buyer`s offer and a breach of contract that both the buyer and seller now have. An example: electronic communication has of course become more and more common. Many contracts are negotiated by email, accepted electronically and “signed”. In general, this does not change the rules.

The Uniform Electronic Transactions Act (UETA)A U.S. law that makes electronic contracts generally valid and contracts enforceable. was promulgated in 1999 (i.e. distributed for adoption by States). It is one of many uniform acts, such as the Uniform Commercial Code. As of June 2010, forty-seven states and the U.S. Virgin Islands had passed the law. The introduction of the law states that “UETA aims to remove barriers to electronic commerce through the validation and execution of electronic records and signatures.” The National Conference of Commissioners on Uniform State Laws, Uniform Electronic Transactions Act (1999) (Denver: National Conference of Commissioners on Uniform State Laws, 1999), accessed March 29, 2011, www.law.upenn.edu/bll/archives/ulc/fnact99/1990s/ueta99.pdf.

In general, UETA provides that advertisements are generally not considered offers and are generally treated as invitations to submit a bid. Therefore, no contract is concluded until acceptance by the seller. In one case in New York, for example, Pepsico ran a commercial advertisement suggesting that customers could redeem Pepsi rewards for various prizes, including one for a military fighter jet. [20] When a person attempted to surrender the required number of points for the aircraft, the court found that no contract had been entered into. The court noted that announcements are not offers unless the terms are clear enough to leave nothing open for further negotiations. However, UETA does not address all issues related to e-procurement. Clicking on a computer screen may constitute a valid acceptance of a contract offer, but only if the offer is clearly communicated. In Der Rechtssache Specht v.

Netscape Communications Corp. complained that customers who had downloaded a free online computer program complained that it had indeed invaded their privacy by inserting “cookies” into their computers; They wanted to sue, but the defendant said they were bound by the arbitration. Specht v. Netscape Communications Corp., 306 F.3d 17 (2d Cir. 2002). They had clicked on the download button, but underneath were the terms of the license, including the arbitration clause. The Federal Court of Appeal ruled that there was no valid presumption. The court said: “We agree with the District Court that a reasonably prudent internet user, in such circumstances, would not have known or learned of the existence of the terms of the license before responding to the defendant`s invitation to download the free software, and therefore the defendants did not provide adequate notice of the terms of the license.

Therefore, the mere fact of downloading the software by the applicants did not clearly express consent to the arbitration clause contained in the terms of the license. The “mirror image rule” is the requirement that the target recipient must accept all the original terms of the offer. The target recipient cannot edit or complete the offer. If the acceptance changes the conditions or adds additional conditions, no contract is concluded. [38] It is therefore stated that the acceptance must “reflect” the offer. After an offer to enter into a contract has been made, the other party must accept the offer before entering into a contract. There are several rules for accepting an offer to conclude a contract: In addition, the posting rule does not apply to immediate forms of communication. For example, in Entores Ltd v. Miles Far East Corporation [1955] 2 QB 327, the Court held that the posting rule did not apply to telex acceptance, as it considered it to be an instant form of communication.

The general principle that acceptance occurs when it is communicated applies to immediate forms of communication. The courts have also ruled that the posting regulation applies to acceptance by telephone or fax. Please note that even if an offer of a bilateral agreement must be accepted with a promise, the promise itself does not need to be verbal. For example, when Picasso promises Michelangelo $500, when Michelangelo promises to paint Picasso`s house, and Michelangelo nods “yes” with his head, his action is considered a valid hypothesis. Normally, for a contract to be concluded, the target recipient must make a declaration of positive approval on the bidder`s terms. As a general rule, the supplier cannot formulate its offer in such a way that the non-response of the addressee of the offer can be interpreted as an acceptance. In our next module, we will discuss the final building block of a binding contract: the rule that requires a contract to be enforceable. The mailbox rule seems to cause particular difficulties for business people because the acceptance is effective even if the supplier is not aware of the acceptance, and even if the letter is lost and never arrives. But the solution is the same as the justification for the rule. In contracts negotiated by mail, there will always be a burden on one of the parties. If the rule was that acceptance is not effective until it has been received by the bidder, then the target beneficiary would be in tension and not the other way around, as is the case with this rule. In between, it seems fairer to shift the burden onto the supplier, as only the supplier has the power to set the timing of efficiency.

All the supplier has to do is indicate in the offer that acceptance will only take effect after receipt. Contract rules often vary from state to state. If you have questions about whether there has been a valid acceptance of an offer or whether there has been a breach of contract, a contract lawyer who is familiar with contract law and contract design and review can help. Offers to the general public, such as advertisements, contests or contests, can still be considered valid contracts despite the fact that there is usually no declaration of acceptance. If the offer is public, the service is sufficient to satisfy acceptance. For example, if a company offers to give a prize to the winner of a basketball tournament, there is a valid contract between the company and the winner of the basketball tournament. However, the UCC provides for different rules if the agreement exists between the traders. A trader is a person who trades in such goods or otherwise claims to possess the skills or knowledge of the respective practice. Assuming that there is an offer and the recipient`s accepting authority is still available, the next question is whether the offer was correctly accepted or not. The booking rules do not apply to option contracts or irrevocable offers for which acceptance is effective only after receipt. This is due to the fact that the target recipient no longer needs protection against subsequent revocation of the offer.

Although the general rule states that a contract is concluded with the completion of the service, the provider is not contractually obligated until the target recipient informs him that the service is complete. For example: Marissa and David are looking for venues for their next wedding. Sam offers them a place for the date they want to get married. Although they love it, they are not yet ready to sign the agreement to book the place. Sam agrees in writing to allow Marissa and David to decide by next Monday if they want to keep the venue for that specified date. Marissa and David pay Sam two hundred dollars in exchange for the right to decide by next Monday. This is an option contract. Under an option agreement, Marissa and David can accept or reject the offer until next Monday. After this period, the option contract expires and the offer becomes revocable.

[31] Contract redesign, a set of rules developed by experts in the field of contract law as applied by most courts, lists additional factors, including whether the agreement is very detailed or relatively simple, whether the amount is large or small, and whether the contract is unusual or customary. [7] Silence is rarely a valid form of assumption unless one of the following exceptions applies:[36] In the United States, the majority rule is that the mailbox rule does not apply to option contracts. By default, an option contract is accepted when the bidder receives acceptance, not when the target recipient sends it. However, since the California Civil Code applies the mailbox rule to all contracts, California follows the minority rule, according to which the mailbox rule also applies to option contracts. [2] In the case of more direct forms of communication such as telephone and e-mail, unless a rejection or revocation is made prior to acceptance, acceptance by telephone communication applies. [43] The regulation of electronic mail is governed by the Uniform Electronic Transactions Act, which has been adopted by almost all states […].