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To establish a contract there must be an offer and an acceptance thereof in accordance with its terms. When the parties to such a contract are at a distance from one another and the offer is sent by mail the reply accepting the offer may be sent through the same medium, and the contract will be complete when the acceptance is mailed properly addressed to the party making the offer and beyond the acceptor's control. Withdrawal of the offer is ineffectual once the offer has been accepted by posting in the mail.
Plaintiff group filed a bill of equity seeking specific performance of a contract allegedly entered into by the parties for the use of a government armory for the purposes of holding a dance. Alternatively, plaintiffs alleged that both the first amendment and the equal protection clause of the fourteenth amendment of the United States Constitution required the defendants to permit the plaintiffs' use of the armory. The trial court ruled that a binding contract existed, granted the plaintiffs specific performance, and enjoined the defendants from any and all acts that would impede performance. However, the court denied plaintiffs' request for attorneys' fees, without prejudice to future proceedings. Both parties appealed.
Did the trial court err in determining that a binding contract existed?
The court affirmed the lower court’s judgment, noting that in order to establish a contract, there must be an offer and an acceptance thereof in accordance with its terms. According to the court, when the parties were at a distance from one another and the offer was sent by mail, the reply accepting the offer may be sent through the same medium, and the contract will be complete when the acceptance was mailed properly addressed to the party making the offer and beyond the acceptor's control. In this case, the court noted that there was evidence to hold that there was a bonding contract. An affidavit from a group representative indicated that he executed and placed the contract in the outbox for mailing on April 3, 1978. A telephone call from the government withdrawing the offer had been received on April 4, 1978. The written confirmation of the withdrawal was sent on April 5, 1978. The court held that the contract was accepted when it was mailed. Because the contract was mailed before the attempted revocation, the court held that there was a binding contract. The court then held that the order of specific performance was within the trial court's discretion.