Facts
- A retail store placed newspaper advertisements offering specific fur items for $1 each at “Saturday 9 A.M.,” stating “First Come First Served.”
- One advertisement offered three “brand new fur coats” for $1 each; another offered two mink scarfs and one black lapin stole for $1 each, describing the stole as “worth $139.50.”
- Morris Lefkowitz went to the store on each advertised Saturday, was first to arrive at the relevant counter, and tendered $1 to buy the advertised items.
- The store refused to sell, asserting a “house rule” that the advertised bargains were for women only; this limitation was not stated in the advertisements.
- Lefkowitz sued for breach of contract in municipal court.
- The trial court awarded damages for the lapin stole (value $139.50 minus $1) but denied recovery for the fur coats as too speculative in value.
- The store appealed to the Minnesota Supreme Court.
Issues
- Whether the store’s newspaper advertisements were enforceable offers or merely invitations to negotiate.
- Whether the store could rely on an undisclosed “house rule” (women-only sales) to refuse performance after the customer complied with the advertised terms.
- Whether damages were properly limited to the lapin stole based on proof of value.
Decision
- The Minnesota Supreme Court affirmed.
- The advertisements were “clear, definite, and explicit” and left nothing open for negotiation; they constituted offers.
- Lefkowitz accepted by performing the specified act (appearing first at the stated time and tendering $1), forming a binding contract.
- The store could not add new conditions after acceptance; the unstated women-only “house rule” did not defeat the contract.
- The award for the lapin stole was upheld because its value was sufficiently established; recovery for the coats was properly denied because their value was uncertain.
Legal Principles
- Advertisements are generally invitations to deal, but they become offers when their terms are clear, definite, explicit, and omit matters requiring further negotiation.
- A “first come, first served” term, coupled with a specified quantity, time, place, and price, can identify the offeree and make an advertisement capable of acceptance by performance.
- In a unilateral-contract setting, the requested performance constitutes acceptance and completes the contract.
- An offeror may not impose additional, unstated conditions after acceptance; undisclosed internal policies cannot modify an accepted offer.
- Contract damages require proof of value with reasonable certainty; courts may deny recovery where valuation evidence is speculative.
Conclusion
The court held that the store’s specific “first come, first served” advertisements were enforceable offers accepted by Lefkowitz’s performance, and the store’s unstated women-only policy could not justify refusal; damages were affirmed only for the item whose value was adequately proven.