- Adjutant general’s office replied with an offer for the Alliance to rent under certain terms: one term was that signed acceptance be returned to their office. - On April 3, Cushing (Alliance member) signed the acceptance and placed it in the “outbox” bin of Clamshell Alliance’s office - The next day, April 4, adjutant general called saying Gov. Thomson had withdrew their offer. - As adjutant general continued to deny them access Cushing brought suit against Gov. Thomson seeking specific performance of the contract. - Trial court found letter of acceptance probably was with mail service before revocation and ruled in favor of Cushing. Opinion (Per Curiam, Supreme Court of New Hampshire): - Determining if trial court erred in saying it was an enforceable contract - Must find evidence to sustain that acceptance occurred before revocation. - It was customary for letters to be sent same day they were placed in the outbox so which supported the acceptance being before revocation. Affirmed.
When Acceptances Take Effect: UCC Changes - UCC generally holds reasonable medium rules from common law, except if an unreasonable medium was used it’s still effective when sent if it arrives in same amount of time a reasonable medium would have taken Acceptance of Unilateral Offers Is Notice of Completion of Requested Act Required? - Unless notification is expressly required, offer has been accepted upon performance of act - Offeror must have adequate means of finding out the act has been done. When Can Revocation Be Made? - The offeror can revoke the offer any time before full performance occurs. - Offeree is entitled to recover the value of his or her partial performance under quasi- contract rules - Newer view is if the task will require time, the right of revocation is suspended once the offeree begins task until a reasonable amount of time has passed Unilateral-Bilateral Contracts: UCC Changes - Most sale of good contracts are bilateral “ Prompt Shipment” Offers - Before UCC a buyer requesting “prompt shipments” or similar wording was considered an offer for a unilateral contract: could only be accepted by shipment - Now these types of offers are invitations to accept by either promptly shipping or promising to do so (contract can still be breached if not sent promptly) - Buyer may still require acceptance to be by actual act of shipment but they must expressly state this
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- Spring '08