Ammons v Wilson & Co (DV/D/REV+REM)

Supreme Court of Mississippi, 1936

I. Facts
P was a wholesale grocer and D is a meat packing company which also dealt in the sale of
shortening. P, through D’s travelling salesman Tweedy, “booked” 60,000 pounds of
shortening at 7 ½ cents apiece. The testimony shows that the booking meant nothing more
than D was willing to receive orders at that price from P but the offer was still dependant
upon an acceptance by D. Tweedy had no authority from D to enter into contractual
obligations as an agent. P was also not bound to order all or any part of the 60,000 lbs. The
contract between the parties was merely tentative. P, after having dealt with D a number of
times and having been shipped his product within one week of ordering ordered for
prompt service on the 23rd or 24th or August 43,916lbs. P heard nothing from the D for 12
days on which date they heard that D declined their offer.
II. Issue
Whether or not D should be charged with an implied acceptance of the orders from P as a
result of its silence on the matter for 12 days?
III. Holding
Where because of previous dealings it is reasonable that the offeree should notify the
offeror if he does not intend to accept and that there is reason for offeror to understand
that silence on the part of the offeree will constitute an acceptance there will be a
contractual obligation it will be up to the jury to decide if there exists a contractual
obligation.
IV. Reasoning
The court argues that it is a question for the jury to decide whether or not D’s delay of 12
days before rejecting the orders, and in view of the past history between the two parties
constituted an implied acceptance. My holding is taken directly from the Restatement of
Contracts Sections 69 and 72.