Schreiber v. Olan Mills

Pennsylvania Superior Court · Contracts

Contractscontract formationofferacceptanceconsiderationmutual assentmeeting of the mindsacceptance by conduct

Facts

Olan Mills, a Tennessee corporation operating family portrait studios, used telemarketing to solicit business. After receiving a telemarketing call from Olan Mills on November 29, 1989, the plaintiff sent a letter asking not to be called again, requesting removal from telemarketing lists, and stating that any future telemarketing calls would be treated as acceptance of a contract for his "listening services" at stated rates. Olan Mills later made two additional phone contacts, after which the plaintiff billed the company $479.00. When Olan Mills did not pay, the plaintiff brought a breach of contract action.

Issue

Did the plaintiff's letter and Olan Mills's subsequent telemarketing calls create a binding contract obligating Olan Mills to pay for the plaintiff's "listening-for-hire" services? More specifically, did the later calls constitute acceptance by conduct sufficient to establish contract formation?

Rule

An enforceable contract requires offer, acceptance, consideration, and a mutual meeting of the minds. Although an offer may be accepted by conduct, the conduct must show mutual assent to the same thing; without a bargained-for exchange and an unconditional manifestation of intent to be bound, no contract exists.

🔒

See the holding & full analysis

Create a free KwikCourt account to unlock the rest of this brief — and practice the case.

The court's holding and reasoning
Doctrine tests, pitfalls & exam hypotheticals
10 practice questions + 4 AI-graded essays on this case

Free sample · practice this case

Test yourself

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

In Columbus, Ohio, Nadia Patel received repeated promotional text messages from Blue Harbor Home Systems, a fictional alarm company. She replied: "Stop texting me. If you send another marketing text, I will treat it as your agreement to purchase my message-review services at $75 per text." Blue Harbor later sent one more sales text generated through its usual campaign software.

If Nadia sues for breach of contract to collect $75, what is the strongest argument against contract formation?

Explanation. An enforceable contract requires offer, acceptance, consideration, and mutual assent. Under the majority's reasoning, a communication whose tenor is to stop future contact is not treated as a genuine offer to provide paid services. The later marketing text was sent to solicit business, not to purchase Nadia's review services, so there was no assent to the same thing and no contract.