Page 27 - DCOM103_COMMERCIAL_LAW

Commercial Law

Notes 2.6 Acceptance of an Offer

When the person to whom the offer is made signifies his assent thereto, the offer is said to be

accepted [S.2(b)]. Thus, acceptance is the act of giving consent to the proposal. The offeree is
deemed to have given his acceptance when he gives his assent to the proposal. The acceptance
of an offer may be express or implied. It is express when the acceptance has been signifi ed either
in writing or by words of mouth or by performance of some required act of the offeree. The

acceptance by performing the required act may be exemplified with reference to Carlill v. Carbolic
Smoke Ball Co. case (supra).

Example: (i) A shopkeeper received an order from a customer – a household lady. He
executed the order by sending the goods. The customer’s order for goods constitutes the offer
which was accepted by the shopkeeper by sending the goods. It is a case of acceptance by
conduct. Here the shopkeeper is accepting the offer by the performance of the act (i.e., sending
the goods).
(ii) A loses his dog and announces a reward of ` 500 to anyone who brings his dog to him. B need

not convey his acceptance of the offer, which is a general one. If he finds the dog and gives it to
A, he is entitled to the reward as he accepted the offer by doing the required act.
Implied acceptance. Acceptance is implied when it is said to be gathered from the surrounding
circumstances or the conduct of the parties.

Example: (i) A enters into a bus for going to his destination and takes a seat. From the very
nature of the circumstance the law will imply acceptance on the part of A.

(ii) A’s scooter goes out of order and he is stranded on a lonely road. B, mechanic who observes
this starts correcting the fault. A allows B to do the same. From the nature of the circumstances A
has given his acceptance to the offer of B.
Who can accept an offer. We have mentioned earlier that a specific offer can be accepted only by

the person to whom it is made. The rule of law is that if A wants to enter into a contract with B
then C cannot substitute himself for B without A’s consent. However in the case of a general offer
it can be accepted by anyone by complying with the terms of the offer.

Example: (i) A purchased B’s business. Prior to the purchase, A was working as the
manager of B. C, to whom B owed a debt, placed an order with the latter for the supply of certain
goods. A supplied the goods even though the order was not addressed to him. C refused to pay
A for the goods because he, by entering into contract with B, intended to set-off his debt against
B. Held, the offer could be accepted by B only and not by anyone else. [Boulton vs. Jones 157
ER 232].
(ii) The case of Carlill v. Carbolic Smoke Ball Co. (Supra) illustrates that a general offer can be
accepted by anyone by complying with the requirements of the offer.

Legal Rules as to Acceptance

The acceptance of an offer is the very essence of a contract. To be legally effective, it must satisfy
the following conditions:
1. It must be absolute and unqualifi ed, i.e., it must conform with the offer. An acceptance, in

order to be binding, must be absolute and unqualified [Sec. 7 (1)] in respect of all terms of
the offer, whether material or immaterial, major or minor. If the parties are not ad idem on
all matters concerning the offer and acceptance, there is no contract.

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