Moulton v. Kershaw
59 Wis. 316 · Wisconsin Supreme Court · 1884
Facts
Appellants sent a letter stating they were "authorized to offer Michigan fine salt" at certain prices. Respondent replied with a telegram ordering 2,000 barrels of salt. The lower court found a contract, but appellants argued their letter was merely a solicitation, not a binding offer.
Procedural history
The case was heard by a circuit court, which issued an order. This court reversed the circuit court's order and remanded the cause for further proceedings.
Issue
Did the appellants' letter, which announced their ability to supply salt at specified prices, constitute a definite offer that could be accepted by the respondent's telegram ordering 2,000 barrels, thereby forming a binding contract?
Holding
No, the court held that the appellants' letter was not a definite offer but rather a general business circular or advertisement. Therefore, the respondent's telegram did not perfect a contract, and the circuit court's order was reversed.
Rule
A communication that is merely a general notice or advertisement to potential customers, soliciting patronage and stating prices, does not constitute a binding offer unless it specifies a definite quantity and clearly expresses an intent to be bound upon acceptance. Such communications are considered preliminary negotiations, not offers.
Read the full opinion on CourtListener
Case brief last reviewed . Prepared by CaseReader from the published opinion.