Lexplug logoLexplug

White v. Corlies & Tifft

Court of Appeals of New York
46 N.Y. 467 (1871)
ELI5:

Rule of Law:

To form a binding contract, acceptance of an offer must be manifested by an overt act that is communicated to the offeror or put into a proper course for communication. An uncommunicated mental determination to accept, or an act that does not objectively indicate acceptance to the offeror, is insufficient.


Facts:

  • The defendants sent a written proposition to the plaintiff, a carpenter and builder, for a work project.
  • After receiving the note, the plaintiff formed a mental determination to accept the offer.
  • The plaintiff did not communicate his acceptance either verbally or in writing to the defendants.
  • The plaintiff purchased the necessary materials for the proposed work.
  • The plaintiff began working on the purchased materials, which were also suitable for other, similar construction jobs.

Procedural Posture:

  • The plaintiff sued the defendants in a trial court for breach of an alleged contract.
  • The case was tried before a jury.
  • The trial judge instructed the jury that the plaintiff's purchase of materials and commencement of work constituted a binding acceptance, even without communication to the defendants.
  • Following the instructions, the jury found for the plaintiff.
  • The defendants (appellants) appealed the resulting judgment to this appellate court.

Locked

Premium Content

Subscribe to Lexplug to view the complete brief

You're viewing a preview with Rule of Law, Facts, and Procedural Posture

Issue:

Does a party's purchase of materials and commencement of work on those materials, without communicating this to the offeror, constitute a valid acceptance of a contract offer?


Opinions:

Majority - Folger, J.

No. An uncommunicated act, which is not in itself an objective indication of acceptance to the offeror, is insufficient to form a binding contract. To create a contract, acceptance must be manifested by some appropriate act that is either communicated to the offeror or put in a proper way to be communicated. A mere mental determination to accept is not binding. The plaintiff's act of buying generic materials and starting work on them was not an overt act of acceptance directed at the defendants, as it was equally referable to preparation for any other similar job and did not set in motion any indication of acceptance to the defendants.



Analysis:

This case clarifies the common law requirement for communicating acceptance in bilateral contracts, reinforcing the objective theory of contract formation. It establishes that for acceptance by performance to be valid, the performance must be of a nature that would reasonably come to the offeror's attention or is otherwise communicated. The decision distinguishes between mere preparation for performance, which is not acceptance, and the beginning of the actual bargained-for performance, thereby providing a clearer line for when a contract is formed.

🤖 Gunnerbot:
Query White v. Corlies & Tifft (1871) directly. You can ask questions about any aspect of the case. If it's in the case, Gunnerbot will know.
Locked
Subscribe to Lexplug to chat with the Gunnerbot about this case.

Unlock the full brief for White v. Corlies & Tifft