## Facts

- Anne Marie Vaskie was injured in a January 1, 1985 automobile accident involving insureds of West American Insurance Company.
- Vaskie retained counsel to pursue a personal-injury claim and entered settlement negotiations with West American.
- By November 1986, West American had offered $25,000 to settle.
- On December 1, 1986, West American sent a letter stating its “offer will remain $25,000,” without an expiration date.
- The two-year statute of limitations on the underlying tort claim expired on January 1, 1987.
- On January 9, 1987, Vaskie’s counsel sent a mailgram unconditionally accepting the $25,000 offer.
- West American refused to pay, asserting the offer lapsed when the limitations period ran and no settlement contract existed.
- Vaskie sued for breach of an alleged settlement agreement; the trial court granted her summary judgment for $25,000 and denied prejudgment interest and costs.
- West American appealed; Vaskie cross-appealed on prejudgment interest and costs.

## Issues

1. Whether a settlement offer lacking an express expiration date remained open for acceptance after the underlying tort statute of limitations expired.
2. Whether the timeliness of acceptance and related circumstances presented material fact disputes barring summary judgment for either party.
3. Whether prejudgment interest and costs were recoverable if a binding settlement contract existed.

## Decision

- The Superior Court reversed the summary judgment for Vaskie and remanded for further proceedings.
- The court held that an offer without a stated deadline remains open only for a reasonable time, and reasonableness is ordinarily a question of fact.
- The running of the underlying tort statute of limitations does not, as a matter of law, automatically terminate an outstanding settlement offer.
- Because material facts remained disputed as to whether the offer was accepted within a reasonable time and whether a binding agreement formed, summary judgment was improper for either side.
- The court did not reach Vaskie’s cross-appeal on prejudgment interest and costs because contract formation had not been established.

## Legal Principles

- Summary judgment is improper where material facts are disputed; cross-motions do not eliminate the need to test each motion against unresolved factual issues.
- An offer that does not specify a time for acceptance remains open only for a reasonable time.
- What constitutes a reasonable time for acceptance is generally for the factfinder and depends on the circumstances of the negotiations and communications.
- Expiration of a statute of limitations on an underlying claim is an affirmative defense and does not automatically extinguish the capacity to settle or automatically lapse a settlement offer.
- Issues bearing on contract formation in settlement contexts—including intent, communications, and forbearance—may require fact-finding before enforcement.

## Conclusion

The court vacated enforcement of the purported settlement on summary judgment and required fact-finding on whether the open-ended $25,000 offer remained open and was accepted within a reasonable time, holding that the underlying limitations expiration did not automatically end the offer.


Vaskie v. W. Am. Ins. Co., 383 Pa. Super. 76, 556 A.2d 436 (Pa. Super. Ct. 1989)