Lefkowitz v Great Minneapolis Surplus Store Inc (1957) 86 NW...

Facts

• The Great Minneapolis Surplus Store placed a newspaper advertisement offering a specific type of fur for sale on a 'first come, first served' basis.
• Mr. Lefkowitz was the first person to respond and attempted to purchase the advertised fur.
• The store refused to sell to Mr. Lefkowitz, relying on an internal policy that sales of the advertised fur were restricted to female customers, a condition not disclosed in the advertisement.
• Mr. Lefkowitz brought a claim for breach of contract, asserting that the store was bound by the 'first come, first served' term published in its advertisement.
• The dispute concerned whether the published advertisement created a binding contractual obligation upon performance of the stated conditions.

Issues

1. Whether the advertisement constituted a legally binding offer or was merely an invitation to treat.
2. If it was an offer, whether the store could introduce additional, undisclosed conditions after acceptance had occurred.
3. Whether Mr. Lefkowitz’s fulfillment of the advertisement’s express condition created a contractual obligation.

Decision

• The Minnesota Supreme Court found that the advertisement was a valid and binding offer, not merely an invitation to treat.
• The court applied the test of “mutuality of obligation,” determining that the advertisement’s terms were clear and definite, indicating intent to be bound.
• Once Mr. Lefkowitz fulfilled the contingency (‘first come, first served’), a binding contract was formed.
• The court held that the store could not add new or undisclosed conditions after acceptance of the offer.
• Judgment was entered in favor of Mr. Lefkowitz.

Legal Principles

• Specific, clear, and definite advertisements may be construed as unilateral offers rather than invitations to treat.
• Mutuality of obligation requires that the promisor be legally bound once the stipulated conditions are performed.
• An offeror cannot unilaterally modify or add new terms to an offer after acceptance has occurred.
• General advertisements are typically invitations to treat, but exceptions arise where an ad demonstrates a clear intention to be bound upon fulfillment of stated conditions.
• The importance of clarity and consistency in offer and acceptance is reaffirmed.

Conclusion

The Minnesota Supreme Court held that a sufficiently specific advertisement can form a binding unilateral offer, obliging the advertiser to honor the stated terms upon their fulfillment. The case highlights that unambiguous promotional language may establish contractual liability, departing from the general rule that advertisements are invitations to treat, and that post-acceptance modifications are impermissible.