## Facts

- A prospective buyer sought to purchase the “Bradley block” property in Bucksport, Maine from its out-of-state owner.
- The buyer wrote asking whether the owner would sell the property for $6,000.
- The owner replied by letter stating that, due to improvements and expenditures, it “would not be possible” to sell the property unless he received $16,000 cash, and described upgrades to the building.
- Upon receiving the letter, the buyer sent a message stating he “accept[ed] your offer” for the property on “terms sixteen thousand cash” and requested that a deed be sent to a bank.
- Shortly thereafter, the owner indicated he did not wish to sell the property.
- The buyer sued for damages, alleging breach of a contract to sell the property.

## Issues

1. Whether the owner’s statement that he could not sell unless he received $16,000 cash was a definite offer capable of acceptance.
2. Whether the buyer’s purported acceptance created a binding contract for the sale of the property.

## Decision

- Judgment for the defendant (owner).
- The court held that no contract was formed because the owner’s letter was not an offer.
- The letter was construed as stating a minimum price or inviting further negotiations, not manifesting an intent to be bound upon the buyer’s acceptance.

## Legal Principles

- A binding contract requires a definite offer and acceptance reflecting a meeting of the minds.
- A communication that merely states a price, a minimum acceptable price, or a willingness to discuss terms is generally an invitation to negotiate, not an offer.
- Whether a statement is an offer is determined objectively from the language used and circumstances, not by how the recipient characterizes it.
- An offer must reasonably give the recipient the power to create a contract by acceptance; conditional or hypothetical price language that lacks a promissory commitment typically does not.

## Conclusion

Because the owner’s letter did not objectively manifest a present commitment to sell the property for $16,000 cash, the buyer’s attempted acceptance could not create a contract, and the buyer could not recover for breach.


Owen v. Tunison, 131 Me. 42, 158 A. 926 (Me. 1932)