## Facts

- A criminal defense attorney, while publicly criticizing the prosecution’s timeline in a murder case, made a televised “million-dollar challenge” implying he would pay if someone could complete a specified travel sequence within an asserted time window.
- The broadcast program aired an edited version of the attorney’s remarks that shortened and removed surrounding references to the prosecution’s burden of proof and litigation context.
- A law student viewed the edited broadcast, treated the remark as a public unilateral offer, and attempted to perform the trip within the referenced time period.
- The law student recorded his attempt, sent the materials to the attorney, and demanded $1 million as acceptance by performance.
- The attorney refused payment, stating the remark was not intended as a literal, legally binding promise.
- The law student sued for breach of contract in federal district court; the district court applied Florida law and entered summary judgment for the attorney and his professional association.

## Issues

1. Whether, under Florida’s objective theory of contract formation, the televised “million-dollar challenge” constituted a serious, definite offer inviting acceptance by performance.
2. Whether the content and surrounding circumstances— including the advocacy setting and edited broadcast—would cause a reasonable person to understand the statement as contractual assent rather than rhetorical flourish.
3. Whether indefiniteness as to essential terms prevented formation of a unilateral contract as a matter of law.

## Decision

- The Eleventh Circuit affirmed summary judgment for the attorney and his firm.
- The court held no enforceable contract was formed because the statement was not an offer that a reasonable, objective person would understand as inviting acceptance by performance.
- The court concluded that, even considering the edited broadcast, the remark remained non-contractual in light of its context and lack of definiteness.

## Legal Principles

- Florida contract formation is governed by an objective standard: the question is whether words and conduct would lead a reasonable person to believe the speaker assented to be bound.
- An offer requires a communicated expression of willingness to enter a bargain such that the offeree’s assent (including by performance in a unilateral contract) will conclude the deal.
- Statements made as rhetorical hyperbole, advocacy, or commentary—when not objectively conveying intent to contract—do not constitute offers.
- Indefiniteness as to essential terms (such as clear start/end points, precise time requirement, conditions of performance, and verification method) weighs strongly against finding an enforceable unilateral offer.
- Context and audience matter: a statement directed at disputing an opponent’s proof theory in a litigation-related media interview is less likely to be understood as an invitation to contract with the general public.

## Conclusion

The court held that the televised “million-dollar challenge,” viewed objectively and in context, was rhetorical and insufficiently definite to constitute an offer; therefore, the law student’s performance attempt did not create a unilateral contract, and summary judgment for the attorney and his firm was proper.


Kolodziej v. Mason, 774 F.3d 736 (11th Cir. 2014)