Hendricks v. Behee Case Brief

Hendricks v. Behee

786 S.W.2d 610 | 1990 Mo. App. LEXIS 497 | 1990 WL 33540

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Takeaway

In short, this case confirms that a signed but uncommunicated acceptance does not form a contract, and an offeror may revoke an unsupported offer before acceptance is communicated.

Background

Steve Hendricks, an escrow agent, held a $5,000 deposit that Eugene Behee had paid with an offer to purchase real estate owned by Artice and Pearl Smith. After negotiations had failed to produce an agreement, Behee made a written offer on March 2, 1987, to buy the property for $42,500, plus $250 for certain personal property. The Smiths' real-estate agents mailed the offer to the Smiths in Mississippi, where the Smiths signed it on March 4.

Before Behee received notice that the Smiths had accepted his offer, he told the Smiths' real-estate agent that he was withdrawing it. The agents acted for the Smiths, a finding the Smiths did not challenge. Hendricks filed an interpleader action to determine who was entitled to the deposit. After a bench trial, the court awarded Hendricks $997.50 from the deposit and awarded the remaining $4,002.50 to Behee. The Smiths appealed only the award to Behee, contending that their signed acceptance had formed a binding contract and entitled them to the funds.

Issues

Issue #1

Whether the Smiths' signing of Behee's written offer created a binding real-estate contract before Behee withdrew the offer.

Holding

No. No contract arose because the Smiths did not communicate their acceptance to Behee before he revoked his offer.

Reasoning

Under Missouri law, an offer that calls for a promise rather than performance does not become a contract merely because the offeree privately decides to accept or signs the proposed agreement. Acceptance must be communicated to the offeror. Thus, the Smiths' uncommunicated signing of the offer on March 4 was not, by itself, an effective acceptance.

Behee had received no notice of the Smiths' acceptance when he notified their real-estate agent that he wished to withdraw his offer. Notice given to an authorized agent is notice to the principal, so the agent's receipt of Behee's withdrawal was legally effective against the Smiths.

Behee's offer was not supported by consideration that would have made it irrevocable. He therefore remained free to revoke it at any time before acceptance was communicated to him. Because the withdrawal reached the Smiths through their agent before Behee received notice of acceptance, the offer was properly revoked and no binding contract existed.