Story Case

Thomas Platt made the following offer to the shippers firm of Thiom and Co.:

"Oct. 5,1914. I will sell you the brig 'Nancy' for $300,000.

(Signed) Thomas Platt".

Thiom & Co. made no reply to this offer until February 13 of the following year; then they wrote accepting the offer. Platt immediately answered that he had waited for their acceptance for some time and that he had then sold the vessel. Thiom & Co. sued Platt for breach of contract to sell them the "Nancy" and Platt defends, on the grounds that his offer terminated after a reasonable time, without express revocation on his part.

Do you think that his defense is good?

Ruling Court Case. Park Vs. Whitney, Volume 148, Massachusetts Reports, Page 278

William Park was the owner of stock in the Equitable Water Meter Company. On May 16, 1884, Henry Whitney wrote a letter to Park, which contained the following offer:"As your possible losses on the meter business are a source of anxiety to you, I will give you my guaranty to take the meter stock from you at cost, without interest, at any time after January 1,1886, if at that time you desire me to do so." To this offer, Park sent the following letter in reply:

"July 8, 1886. Dear Sir:

As I desire to dispose of my interest in the Equitable Water Meter Company, I hereby accept your proposal of May 16,1884, to take it from me at cost, without interest.

Respectfully, William Park".

Whitney refused to buy the stock; Park thereupon brought this action for damages. Whitney defended that the offer was not accepted within a reasonable time.

Mr. Justice Allen delivered the opinion of the court, in which he said: "In the first place, considering the nature of the offer, and the circumstances as shown in the letter, the plaintiff must have known his acceptance by January 1,1886. The words 'at that time' mean the same as 'at that date.' But if that is not the true construction, at least the offer must be accepted within a reasonable time after that date. Plainly the offer was not to continue forever. The words "at that time" do not import perpetuity; and if not, then the plaintiff was entitled to a reasonable time; and, there being no facts in dispute, this was to be determined by the court. There was no acceptance within a reasonable time".

Therefore, judgment was given for Whitney.

Ruling Law. Story Case Answer

Suppose that a person makes an offer and makes no provision concerning the time within which an acceptance is expected or must he made. Does such an offer continue until it has been revoked by the one making it? Unless it is accepted within a reasonable time after it is made, it lapses; it is no longer of any force and effect as an offer. What constitutes a reasonable time must be determined by the circumstances of each case. If a person offers to sell a farm; to say that the offer continued for six months thereafter might not be unreasonable. But if it was an offer to sell perishable fruit; five days might well be considered as an unreasonable time. In the Story Case, the Court would hold that the offer had lapsed at the time it was attempted to be accepted.