offer

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Offer

A promise that, according to its terms, is contingent upon a particular act, forbearance, or promise given in exchange for the original promise or the performance thereof; a demonstration of the willingness of a party to enter into a bargain, made in such a way that another individual is justified in understanding that his or her assent to the bargain is invited and that such assent will conclude the bargain.

The making of an offer is the first of three steps in the traditional process of forming a valid contract: an offer, an acceptance of the offer, and an exchange of consideration. (Consideration is the act of doing something or promising to do something that a person is not legally required to do, or the forbearance or the promise to forbear from doing something that he or she has the legal right to do.)

An offer is a communication that gives the listener the power to conclude a contract. The question of whether a party in fact made an offer is a common question in a contract case. The general rule is that it must be reasonable under the circumstances for the recipient to believe that the communication is an offer. The more definite the communication, the more likely it is to constitute an offer. If an offer spells out such terms as quantity, quality, price, and time and place of delivery, a court may find that an offer was made. For example, if a merchant says to a customer, "I will sell you a dozen high-grade widgets for $100 each to be delivered to your shop on December 31",a court would likely find such a communication sufficiently definite to constitute an offer. On the other hand, a statement such as "I am thinking of selling some widgets" would probably not be labeled an offer.

The question of whether a communication constitutes an offer can be significant. An offer may bind the offerer to the terms of the offer if the recipient of the offer responds by accepting the offer and giving the offerer a partial payment. If the offerer accepts the payment, a deal has been struck, and the offerer is legally obligated to follow through on the agreement. If the offerer fails to fulfill the terms of the offer, the offeree may seek a remedy in court.

There are many notable caveats to the general rules on offers. Generally, a simple price quote is not an offer. Advertisements are considered invitations for offers, not actual offers. However, an advertisement promising to pay an award may constitute an offer because only one person, or very few persons, will have the opportunity to accept the offer.

An oral offer cannot be enforced against the offerer for agreements concerning real estate, contracts for the sale of goods priced at $500 or more, and transactions that cannot be completed within one year. Such agreements must be in writing to be enforceable. These restrictions on oral offers are derived from the Statute of Frauds, 29 Car. II, ch. 3, a law passed by the British Parliament in 1677 and designed in part to prevent false claims that an offer was tendered.

If a person rejects an offer, it is considered terminated. Likewise, if the recipient of an offer changes its terms, the original offer is terminated and a new offer is created. This new offer is called a counteroffer, and the original offerer may accept it.

In offers between merchants, a counteroffer may constitute acceptance of the original offer. Courts often hold that a contract is created when the facts show that two merchants agreed to make a sale but the recipient of the offer added terms to the agreement. In many such cases, a contract will be created as to the original offer, and the additional terms may be enforced. For example, assume that a wholesaler writes to a retailer, "Will sell 750 Grade A Fancy Pears immediately. Also have Grade A Fancy Cherries." If the retailer writes back, "Will take 750 Grade A Fancy Pears and 10 bushels of Grade A Fancy Cherries", a court may find that a contract had been created for the sale of pears and cherries.

Courts find offer and acceptance more readily in communications between merchants because merchants are more sophisticated than non-merchants in the practice of making agreements. Nevertheless, a counteroffer between merchants that adds new terms will not be enforced if the offer expressly limited acceptance to the terms of the offer, if the additional terms materially alter the intent of the parties, or if notification of rejection of the counteroffer was given to the recipient of the offer by the original offerer.

If an offer indicates that it will terminate within a certain period of time, it cannot be accepted after the time has expired. The passage of a reasonable length of time may automatically terminate an offer. The determination of a reasonable length of time depends on the circumstances surrounding the offer. For example, if a wholesaler contacts a retailer offering to sell perishable produce, the retailer cannot wait six weeks and then accept the offer. Even if an item is nonperishable, an unusually lengthy response time may terminate an offer. For example, if the usual practice in the lumber business is a response time of less than two weeks, the offerer may refuse to honor the offer if the recipient of the offer does not respond within that time period.

Some offers may be made irrevocable. An irrevocable offer is one that cannot be revoked by the offerer and terminates only upon the passage of time or rejection by the recipient. There are three types of irrevocable offers: (1) where the recipient of the offer pays the offerer for the promise to keep the offer open; (2) where the recipient of the offer partly or fully performs his or her obligations under the offer; and (3) firm offers under section 2-205 of the Uniform Commercial Code. A firm offer is an assurance by a merchant to buy or sell goods. The assurance must be in writing. No consideration is necessary to support the promise that the offer will remain open. A firm offer created under section 2-205 remains open no more than ninety days.

offer

n. a specific proposal to enter into an agreement with another. An offer is essential to the formation of an enforceable contract. An offer and acceptance of the offer creates the contract. (See: contract)

offer

(Propose), verb bid, bring forward, hold forth, hold out, invite, lay before, make a bid, make a proposition, make an overture, offerre, pose, proffer, profiteri, put forth, put forth for acceptance, put forth for connideration, put forward, put forward for consideration, submit, suggest, urge upon, venture

offer

(Tender), verb advance, cede, extend, offer perrormance, pay, present, present for acceptance, produce, proffer, proffer payment, remit, render, submit, tender perrormance
Foreign phrases: Praesentare nihil aliud est quam praesto dare seu offere.To present is no more than to give or offer forthwith.
See also: adduce, administer, bear, bid, hold out, introduce, invitation, overture, pose, present, proffer, proposal, propose, proposition, propound, remit, suggestion, tender, yield

offer

an expression of willingness made to another party to form a binding legal contract. It is to be distinguished from an invitation to treat, which is merely an indication that a person is open to offers. Normally it requires an ACCEPTANCE to form a contract.

OFFER, contracts. A proposition to do a thing.
     2. An offer ought to contain a right, if accepted, of compelling the fulfillment of the contract, and this right when not expressed, is always implied.
     3. By virtue of his natural liberty, a man may change his will at any time, if it is not to the injury of another; he may, therefore, revoke or recall his offers, at any time before they have been accepted; and, in order to deprive him of this right, the offer must have been accepted on the terms in which it was made. 10 Ves. 438; 2 C. & P. 553.
     4. Any qualification of, or departure from those terms, invalidates the offer, unless the same be agreed to by the party who made it. 4 Wheat. R. 225; 3 John. R. 534; 7 John. 470; 6 Wend. 103.
     5. When the offer has been made, the party is presumed to be willing to enter into the contract for the time limited, and, if the time be not fixed by the offer, then until it be expressly revoked, or rendered nugatory by a contrary presumption. 6 Wend. 103. See 8 S. & R. 243; 1 Pick. 278; 10 Pick. 326; 12 John. 190; 9 Porter, 605; 1 Bell's Com. 326, 5th ed.; Poth. Vente, n. 32; 1 Bouv. Inst. n. 577, et seq.; and see Acceptance of contracts; Assent; Bid.

References in classic literature ?
Fogg offered first twelve hundred, then fifteen hundred, eighteen hundred, two thousand pounds.
When they explained why they had called the people together, it seemed that Menelaus was for sailing homeward at once, and this displeased Agamemnon, who thought that we should wait till we had offered hecatombs to appease the anger of Minerva.
Why, sir, meeting your proposition in the spirit in which it is offered, I should say Julia and I could get along very comfortably on $100,000.
In the day of your distress, when your men fall dying by the murderous hand of Hector, you shall not know how to help them, and shall rend your heart with rage for the hour when you offered insult to the bravest of the Achaeans.
The Indian warriors, who had offered their services to repel the strangers, were present on this occasion.
Nioche was very much of a native and, though his life might not be particularly worth looking into, he was a palpable and smoothly-rounded unit in that picturesque Parisian civilization which offered our hero so much easy entertainment and propounded so many curious problems to his inquiring and practical mind.
As ADAM lay a-dreaming beneath the Apple Tree, The Angel of the Earth came down, and offered Earth in fee.
At once, upon word of all this, a thousand encouragements were offered, and felicitations came pouring in from all quarters.
I knew he was starving, but I offered him good wages.
To be able to crush it absolutely he awaited the arrival of the rest of the troops who were on their way from Vienna, and with this object offered a three days' truce on condition that both armies should remain in position without moving.
My father offered it to the editor of the paper I worked on, and I first knew, with mingled shame and pride, of what he had done when I saw it in the journal.
Weston had an umbrella too, and offered me the benefit of its shelter, for it was raining heavily.