Ever-Tite Roofing v, Greene

Acceptance by Performance

reasonable time

A question of fact depending on the nature of the contract proposed. 

Offer

Remember that an offeror can revoke his or her offer, so long as the revocation occurs before the offeree has exercised his or her power of acceptance.

Once we’ve determined an offer has been made, we next must ask whether the offer has been accepted by the offeree, thus creating a completed, binding contract. 

In that case, the offeror has lost the power to revoke the offer and cannot change his or her mind without incurring liabilit

Assent

A manifestation of assent by the offeree to the terms of the offer in a manner invited or required by the offer as measured by the objective theory of contracts.

Time/ Withdrawl or Changing of an Offer

“The general rule of law is that an offer proposed may be withdrawn before its acceptance and that no obligation is incurred thereby. This is, however, not without exceptions: 

The power to create a contract by acceptance of an offer terminates at the time specified in the offer, or, if no time is specified, at the end of a reasonable time

Objective Theory of Contracts

core legal principle stating that a contract's validity and meaning are judged by the outward, observable actions and words of the parties, not their secret, internal thoughts (subjective intent). It holds that a contract is formed when a reasonable person would interpret the parties' conduct and communication as a serious intent to be bound, ensuring clarity, predictability, and fairness in agreements by enforcing what was manifested externally. 

Objective THeory of Assent

holds that agreement (mutual assent) is judged by a reasonable person's interpretation of a party's outward words and actions, not their secret, subjective thoughts or intentions

Facts

Defendants executed and signed and instrument for the purpose of obtaining the services of plaintiff in re-roofing their residence situated in West Parish. The instrument was signed by plaintiffs representative who was however without authority to accept the contract for and on behalf of the plaintiff. The agreement shall become binding only upon written acceptance thereof by the principal or authorized officer of the Contractor OR upon commencing performance of the work.

Procedural Posture

Defendant denied that their written proposal or offer was ever accepted by plaintiff and hence contended no contract was ever entered into. The trial court sustained defendants defense and rejected plaintiff’s demands and dismissed its suits at its costs. Plaintiff appealed

Rule

The general rule of law is that an offer proposed may be withdrawn before its acceptance and that no obligation in incurred thereby. This however is not without exceptions. Restatement of the Law of Contracts stated: The power to create a contract by acceptance of an offer terminates at the time specified in the offer or if not time is specified at the end of the reasonable time. WHat is a reasonable time is a question of fact depending on the nature of the contract proposed.

Holding

The contract was accepted by the plaintiff at the commencement of the performance of the work contracted to be done. The commencement began with the loading of the trucks with the materials for the job. Actual commencement of performance began before any notice of dissent by the defendants. The defendants breached the contract. By this breach defendants are legally bound to respond to plainfiff in damages.

Measure of Damages for Breach of a Contract

Where the object of the contract is anything but the payment of money, the damages due to the creditor for its breach are the amount of the loss he has sustained and the profit of which he has been deprived.

Disposition of the Court

Ruling of the trial court that favored the defendant is annulled, reversed and there is now judgement for the plaintiff for the full sum.

ERG

Ever Tite Roofing v. Greene