Page:Some Fundamental Legal Conceptions as Applied in Judicial Reasoning.pdf/35

50 " or "remain open" for a reasonable time, or for the definite time actually specified, unless A previously "withdraws" or "revokes" such offer. While no doubt, in the great majority of cases no harm results from the use of such expressions, yet these forms of statement seem to represent a blending of non-legal and legal quantities which, in any problem requiring careful reasoning, should preferably be kept distinct. An offer, considered as a series of physical and mental operative facts, has spent its force as soon as such series has been completed by the "offeree's receipt." The real question is therefore as to the legal effect, if any, at that moment of time. If the latter consist of B's power and A's correlative liability, manifestly it is those legal relations that "continue" or "remain open" until modified by revocation or other operative facts. What has thus far been said concerning contracts completed by mail would seem to apply, mutatis mutandis, to every type of contract. Even where the parties are in the presence of each other, the offer creates a liability against the offerer, together with a correlative power in favor of the offeree. The only distinction for present purposes would be in the fact that such power and such liability would expire within a very short period of time.

Perhaps the practical justification for this method of analysis is somewhat greater in relation to the subject of options. In his able work on Contacts [sic], Langdell says: "If the offerer stipulates that his offer shall remain open for a specified time, the first question is whether such stipulation constitutes a binding contract. * ** When such a stipulation is binding, the further question arises, whether it makes the offer irrevocable. It has been a common opinion that it does, but that is clearly a mistake. * * * An offer is merely one of the elements of a contract; and it is indispensable to the making of a contract that the wills of the contracting parties do, in legal contemplation, concur at the moment of making it. An offer, therefore, which the party making it has no power to revoke, is a legal"