Morrison v. Thoelke

District Court of Appeal of Florida, Second District · 1963 · Contracts

Contractsmailbox ruleacceptance by maileffective acceptancerepudiationcontract formationsummary decreespecific performance

Facts

The purchasers executed a contract for the sale and purchase of Orange County real property on November 26, 1957, and mailed it to the sellers in Texas. On November 27, 1957, the sellers executed the contract and placed it in the mail addressed to the purchasers' attorney in Florida. After mailing the executed contract but before it was received in Florida, the sellers telephoned the purchasers' attorney and canceled and repudiated the execution and contract. After receiving the mailed contract, the purchasers recorded it, and the sellers then sought to quiet title against that claimed contract.

Issue

When acceptance is sent through the mails, is the contract complete and binding when the letter of acceptance is mailed, thereby preventing repudiation before delivery, or only when the acceptance is received, thereby permitting repudiation before receipt? More specifically, could the sellers effectively cancel their mailed acceptance before the purchasers received it?

Rule

Under Florida law, where the mails are an authorized medium of communication and no contrary condition is imposed, an acceptance is effective upon mailing, not upon receipt. The sender's postal power to retrieve or intercept the mailed acceptance does not create a legal right to repudiate it once it has been effectively mailed.

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One of 10 multiple-choice questions for this case. Pick an answer to see why.

Nina Alvarez in Tampa mailed Omar Reed in Savannah a signed offer to sell a vacant lot, stating only that Omar could accept within five days. Omar signed an unconditional acceptance, properly addressed and stamped it, and dropped it in the mail on day three. Before Nina received the letter, Omar called and said he had changed his mind and was withdrawing the acceptance.

Under the governing rule, when was the contract formed, if at all?

Explanation. Where the mails are an authorized medium and the offer does not require receipt, an acceptance is effective upon mailing, not upon receipt. The offeree's later attempt to repudiate before delivery does not undo an acceptance that was already effective when deposited in the mail.