But only one party performed "acceptance". Why should negotiating a price mean that the standard for accepting an offer is lowered?
Dick: I would sell it for $50,000 firm. this is prima facie the offer
Jump: sounds good to us; done. this is the acceptance
There's no notion in the law of contract that each party has to "accept". The law requires offer and acceptance - one party offers, the other accepts.
N.B. I write that Dick's message is prima facie an offer as there might well be other problems with it
You have not paid yet.
The seller goes back and realizes that the sticker price was wrong, or that it was the owner's special vase, or that they don't actually really want to sell it.
Can you sue at this point? I'd wager not.
There are certain jurisdictions where public advertisement of prices must be honored, assuming stock and conditions are met - but this is not one of those cases. Even airlines are no longer actually required to honor mistake fares after they collect money from the passenger in spite of 14 CFR 399.88(a) [1]
Asking how much something costs and getting a quote doesn't entitle you then to make that purchase unilaterally, even if you get a counterproposal. Otherwise any time a website bugs out and displays an incorrect price you could just sue them lol.
At no point did Jump obtain a binding option to purchase. Generally to force the seller's hand, they must have already accepted the money or signed something indicating that they will sell.
e.g. sticker prices are generally not offers; they're usually construed as "invitations to treat"; in cases involving sale of goods by merchants, the Uniform Commercial Code requires contracts for sales over $500 to be written; you've added a complex agency problem where an employee may be exceeding their delegated authority to sell goods on behalf of the employer; you've introduced an element of unilateral mistake where the selling party may be able to rescind the contract if the buyer had some reason to know the price was wrong
Let's take all those out of the equation.
If you're a salesperson in a shop, and I ask "how much for that vase?", and you say "$100", and I say "I'll buy that vase for $100." then that looks like a contract. It's the acceptance that creates the contract; not payment.
N.B. Cancelation of a mistake fare has nothing to do with a post-sale price increase; because a contract that involves a mistake is rescinded, meaning that it is no longer recognized as binding - the airlines are not asking people to pay more in the context of an existing contract. The doctrine of mistake doesn't apply to the case where you intended to sell for a particular price then realized it was a bad deal for you.
Is there a single case where any shopkeeper has been held to specific performance?
I'm pretty sure if someone says "how much is the vase?" and you respond "$100," they say "I'll take it" and you say, "well, that's what it's worth but I'm not actually ready to part with it..." there's no binding contract to sell. But I'm not a lawyer, and I'm looking forward to a resolution here.
> N.B. Cancelation of a mistake fare has nothing to do with a post-sale price increase; because a contract that involves a mistake is rescinded, meaning that it is no longer recognized as binding - the airlines are not asking people to pay more in the context of an existing contract. The doctrine of mistake doesn't apply to the case where you intended to sell for a particular price then realized it was a bad deal for you.
This is actually incorrect. The DOT makes it clear that 399.88(a) requires airlines to honor mistake fares.
... if a consumer purchases a fare and that consumer receives confirmation (such as a confirmation email and/or the purchase appears on their credit card statement or online account summary) of their purchase, then the seller of air transportation cannot increase the price of that air transportation to that consumer, even when the fare is a “mistake.” [1]
A contract of carriage provision that reserves the right to cancel such ticketed purchases or reserves the right to raise the fare cannot legalize the practice described above. The Enforcement Office would consider any contract of carriage provision that attempts to relieve a carrier of the prohibition against post-purchase price increase to be an unfair and deceptive practice in violation of 49 U.S.C. § 41712.
[1] https://www.transportation.gov/sites/dot.gov/files/docs/EAPP...
No; it doesn't state that at all - it states that it's an unfair or deceptive practice to increase a price for travel involved scheduled air travel after purchase. Airlines are, as a matter of contract law, able to rescind contracts made under mistake. Section 399.88 was originally interpreted by the DOT as creating strict liability for airlines if they refused to honor mistake fares, but that's different from there being a breach of contract. Breach of contract creates a remedy for the consumer; unfair or deceptive trading practices give rise to civil and administrate penalties by the DOT.
The fact of the matter is that the confrontation with their regulator and the civil penalties involved are in the "greater of two evils" category for the airlines, so there's commercially speaking no way this would ever come to court.
>Is there a single case where any shopkeeper has been held to specific performance?
This has nothing to do with specific performance; that's just one remedy for breach of contract. Why are you suddenly talking about remedies?
I'm mostly curious if this ever made it to court, and that the court decided in favor of the would-be customer.
There's at least one case I know involving a car dealership; is that close enough?
So all that remains here is whether Dick had a duty to notify the expiration prior to Jump's acceptance.
Edit: if the negotiating process did have written or implied terms that would be different
Uh no, offers do not expire whenever the offeror feels like it - where do you get that idea?
An offer remains valid for a reasonable period of time, or until revocation of that offer is communicated to the offeree.
It's a bad idea to extrapolate from the special case to the general.
This is done all the time by the way with houses. Someone puts an offer out to the seller, they accept, that's it, you are under contract.
Alternatively, sellers can offer or counter offer to buyers. In this case sellers will say, here is my offer, when buyer accepts, you are under contract.
Same thing with engagement letters for professional services. Signed proposed engagement letter presented to buyer (usually with an expiration and a few outs), buyer accepts, now you have a contract.
There's been plenty of litigation in this area. If you offer $230K, the other party accepts, then you are done. You can sometimes rescind before acceptance.
Email Contract Safety Tips
Since the validity of email contracts is generally accepted under the law, it is important to exercise caution when doing business through email. To that end, the following tips may be helpful:
A contract need not be physically signed to be agreed to.
A contract may be created over a series of emails, not just one.
In some instances, a preliminary email may constitute a binding contract regardless of it referencing a future formal agreement that has yet to be agreed to.
Beware of creating an “implied-in-fact” contract, which may occur through industry custom and your conduct.
Beware of using certain terms unless you intend their meaning.
If certain conditions are desired before entering into a contract, state them clearly. Do not create the impression of a meeting of the minds if that is not the intent.
Emails however are the gotcha's. Lots of "esignature" rules mean that you don't have to actually sign an offer or acceptance anymore, but can do stuff via email. Folks DO run into trouble this way - with sometimes terrible deals agreed to via email.
Kloian v. Domino’s Pizza for a funny one where they couldn't even get a formal settlement agreement, but Domino's still forced a contract.
So... they never made a contract? Negotiation can certainly still fall apart in the 'make a contract' phase.
If agree to sell me your bicycle in a written contract for $1,500 and you sign it and I pay, that contract doesn't need my signature for me to seek a legal remedy against you in the event you don't deliver the bicycle.