US SUPREME COURT DECISIONS

A reply to an offer of sale, purporting to accept it on terms varying from those offered, is a rejection of the offer and leaves it no longer open.

On December 8, A offered to sell to B 2,000 to 5,000 tons of iron rails on certain terms specified, adding that if the offer was accepted, A would expect to be notified prior to December 20. On December 16, B replied, directing A to enter an order for 1,200 tons, "as per your favor of the 8th." On December 18, A declined to fulfill B's order. Held that the negotiation between the parties was closed, and that an acceptance by B on December 19 of the original offer did not bind A.

The submission of a question of law to the jury is no ground of exception if they decide it aright.

This was an action by a railroad corporation established at Minneapolis, in the State of Minnesota, against a manufacturing corporation established at Columbus in the State of Ohio. The petition alleged that on December 19, 1879, the parties made a contract by which the plaintiff agreed to buy of the defendant, and the defendant sold to the plaintiff, 2,000 tons of iron rails, of the weight of fifty pounds per yard at the price of $54 per ton gross, to be delivered free on board cars at the defendant's rolling mill in the month of March, 1880, and to be paid for by the plaintiff in cash when so delivered. The answer denied the making of the contract. It was admitted at the trial that the following letters and telegrams were sent at their dates, and were received in due course, by the parties, through their agents:

December 5, 1879. Letter from plaintiff to defendant:

"Please quote me prices for 500 to 3,000 tons 50-1b. steel rails, and for 2,000 to 5,000 tons 50-lb. iron rails, March, 1880, delivery."

December 8, 1879. Letter from defendant to plaintiff:

"Your favor of the fifth inst. at hand. We do not make steel rails. For iron rails, we will sell 2,000 to 5,000 tons of 50-lb.

Page 119 U. S. 150

rails for fifty-four ($54) dollars per gross ton, for spot cash, F.O.B. cars at our mill, March delivery, subject as follows: in case of strike among our workmen, destruction of or serious damage to our works by fire or the elements, or any causes of delay beyond our control, we shall not be held accountable in damages. If our offer is accepted, shall expect to be notified of same prior to December 20, 1879."

December 16, 1879. Telegram from plaintiff to defendant:

"Please enter our order for twelve hundred tons rails, March delivery, as per your favor of the eighth. Please reply."

December 16, 1879. Letter from plaintiff to defendant:

"Yours of the 8th came duly to hand. I telegraphed you today to enter our order for twelve hundred (1,200) tons 50-lb. iron rails for next March delivery at fifty-four dollars ($54), F.O.B. cars at your mill. Please send contract. Also please send me template of your 50-lb. rail. Do you make splices? If so, give me prices for splices for this lot of iron."

December 18, 1879. Telegram from defendant to plaintiff, received same day: "We cannot book your order at present at that price."

December 19, 1879. Telegram from plaintiff to defendant: "Please enter an order for two thousand tons rails as per your letter of the sixth. Please forward written contract. Reply." The word "sixth" was admitted to be a mistake for "eighth."

December 22, 1879. Telegram from plaintiff to defendant: "Did you enter my order for two thousand tons rails, as per my telegram of December 19th? Answer."

After repeated similar inquiries by the plaintiff, the defendant, on January 19, 1880, denied the existence of any contract between the parties.

The jury returned a verdict for the defendant under instructions which need not be particularly stated, and the plaintiff alleged exceptions, and sued out this writ of error. chanrobles.com-red

Page 119 U. S. 151