Lessons · Law foundations · how a contract is formed
How a contract is made, in the order it happens
A contract comes into being when an offer is accepted, with something given on each side, between parties who meant it and are able to make it.
Hone is a place to practise a career, one idea a day. This is one of its lessons, written out in full and free to read without an account.
What it is for
Half of contract work is a client saying we had a deal and a file showing three emails that never quite line up. Naming the stage each email reached is the work: an offer with no acceptance and a promise with nothing given on one side both look like a deal and neither is one.
How to think about it
Put the documents in date order and label each one with the stage it reached. Then read down the labels: the first acceptance of a live offer is the moment to look at.
Worked example
Offer: a definite proposal, made so that saying yes closes it.An invitation to make offers is not an offer. A price list is not a promise.
Acceptance: an unqualified yes to that offer, while it is still open.Yes, but on these other terms is not an acceptance at all.
Something of value moving each way.Each side has to be giving something. The usual term is consideration.
Meant as binding, and made by parties able to make it.Intention to be legally bound, and capacity. A note between friends and a signature by a child fail on these lines rather than on the first two.
Your turn
The reply says yes, but at a lower price and a later date. Write the name for a reply like that.
Yes, but on different terms: a
Solve one, graded on the server
The trap
Treating the last email in the chain as the deal. The terms that bind are the ones in the offer that was accepted, and the last email is often a new offer nobody ever answered.