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 ?
"A small and trifling matter is it, to what I once used to offer in the way of bargain; but then it is the best I have, and therein not to be despised.
"Well, well," returned the old man, meekly; "I hope there is no heavy offence in the offer. I know that the skin of a racoon is of small price, but then it was no mighty labour that I asked in return."
However, I shook them off, and still flattered myself that something or other might offer for my advantage.
I had on all occasions behaved myself so well as not to get the least slur upon my reputation on any account whatever, and all the men that I had conversed with were of so good reputation that I had not given the least reflection by conversing with them; nor did any of them seem to think there was room for a wicked correspondence, if they had any of them offered it; yet there was one gentleman, as above, who always singled me out for the diversion of my company, as he called it, which, as he was pleased to say, was very agreeable to him, but at that time there was no more in it.
"What your dress would hide, senora, is made known to us by your hair; a clear proof that it can be no trifling cause that has disguised your beauty in a garb so unworthy of it, and sent it into solitudes like these where we have had the good fortune to find you, if not to relieve your distress, at least to offer you comfort; for no distress, so long as life lasts, can be so oppressive or reach such a height as to make the sufferer refuse to listen to comfort offered with good intention.
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.
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.
The two ladies being met, after very short previous ceremonials, fell to business, which was indeed almost as soon concluded as begun; for Mrs Western no sooner heard the name of Lord Fellamar than her cheeks glowed with pleasure; but when she was acquainted with the eagerness of his passion, the earnestness of his proposals, and the generosity of his offer, she declared her full satisfaction in the most explicit terms.
The two ladies in the dining-room (where worthy Miss Briggs was delighted to be admitted once more to confidential conversation with her patroness) wondered to their hearts' content at Sir Pitt's offer, and Rebecca's refusal; Briggs very acutely suggesting that there must have been some obstacle in the shape of a previous attachment, otherwise no young woman in her senses would ever have refused so advantageous a proposal.
Fogg offered first twelve hundred, then fifteen hundred, eighteen hundred, two thousand pounds.
When Oblonsky asked Levin what had brought him to town, Levin blushed, and was furious with himself for blushing, because he could not answer, "I have come to make your sister-in-law an offer," though that was precisely what he had come for.
On this the rest of the Achaeans with one voice were for respecting the priest and taking the ransom that he offered; but not so Agamemnon, who spoke fiercely to him and sent him roughly away.