In order for a contract to be binding, the party to whom the offer is made must accept it. Acceptances can be written, oral, or even indicated by specific actions. If the offer is accepted, the acceptance is considered to be a complete consent to all of the terms proposed. Only the party to whom the offer is made can accept unless an agent has been designated to act on his or her behalf.
The following principles determine a valid acceptance:
Agreement to all contract terms. A valid acceptance requires you to agree to all the terms in the contract as written, without any changes or conditions. If changes are suggested, the initial offer is considered to be rejected and a counteroffer proposed. At this point, there is no binding contract and both parties are considered to be in contract negotiations.
Accepted by you. Only the recipient of the offer can accept it, unless you have designated an agent to act on your behalf.
Knowingly accepted. To an acceptance to be valid, you must knowingly and consciously accept it.
Explicit or implicit. You may accept an offer explicitly — in writing or orally — or implicitly, through specific actions.
Silence is not acceptance. If you are silent on an offer, the other party may not construe your silence as acceptance.
Communication. You must communicate your acceptance to the party offering the contract, and they must receive it.
Manner of acceptance. If the party making the offer requires acceptance in an agreed-upon manner, you must accept it in that manner or they can reject that acceptance.
Reasonable manner of acceptance. If there is no agreed-upon manner of acceptance, you must communicate your acceptance in a reasonable manner (for example, by mail).
Timeframe. If a time limit is set, you must accept the offer within that timeframe. If there is no time limit set, you must accept within a reasonable amount of time.
If you receive notice that the offer has been revoked prior to your acceptance, you will no longer be able to accept it. However, if you accept before receiving the revocation notice, your acceptance is valid.
When business disputes arise, you need experienced legal representation and advice. Williams Mestaz, L.L.P., is a law firm focusing on contract law, bet-the-company cases, and business divorce. Contact us at (602) 256-9400 and schedule a time to meet with us today.