Sec 11

When a proposal, therefore, is fully acted on by the party addressed, this establishes between the parties a contractual relation which cannot be broken unless by the provisions of the transaction itself, or by a revocation communicated to the party addressed. The proposal, in fact, is virtually this: "I offer to do this particular thing, but my offer continues open only either (1) to a fixed date, or (2) for what under the circumstances is a reasonable period. And if the latter be the alternative, then, within this reasonable period, I reserve the right to revoke the proposal at any time before acceptance." Hence, a revocation to be operative must be brought home to the party holding a proposal which is still in force; and an acceptance prior to the reception of such revocation, though after it was forwarded, binds the proposer.1-In an English case, decided in 1880,2 the defendants, at Cardiff, Wales, wrote on October 1st, 1879, to the plaintiffs at New York, offering 1000 boxes of tin plates on terms specified in their letter; and on receipt of the letter, on October 11th, an acceptance was telegraphed by ocean cable, which was followed by a letter of acceptance posted on October 15th. On October 8th, however, the defendants, in a letter received by the plaintiffs on October 20th, explicitly withdrew their offer. It was held by Lindley, J., that a withdrawal of an offer is not effective until communicated to the party to whom it is sent, and that posting a letter of withdrawal is no such communication. The same position was shortly afterwards taken by Lush, J.3 And it is argued by Mr. Pollock4 that "it seems impossible to find any reason in principle why the necessity for communication should be less in the case of a revocation which is made not by words but by conduct, as by disposing to some one else of a thing offered for sale."5 And it is settled in England that it is not necessary that the revocation should be made in any formal terms. A sale, for instance, to B. of an article previously offered to A., is a revocation of the proposal to A., if A. be notified of the sale.6

Revocation requires notice brought home to party addressed.

1 Quick v. Wheeler, 78 N. Y. 300. In a Michigan case, in 1880, P. sent the following order to V.: "You will please send me galvanized lightning rods for my house within sixty days, for which I will give you thirty-five cents per foot, due when work is com pleted." It was held that this was an order which P. could withdraw at any time before acceptance or performance. Weiden v. Woodruff, 38 Mich. 130.

2 Infra, sec 17, 24.

3 Infra, sec 545.

Sec 12

The rule that a revocation of a proposal, to be effective against the party addressed, must be brought home to him, does not apply when the proposer dies before the proposal is accepted. In this case the contract fails from impossibility of completion.1 But in case of the proposer's death after acceptance, the proposer's estate is bound.2 A proposal, also, lapses on the death of the party addressed before acceptance.3-It has been suggested, also, that insanity of the proposer may be regarded as operating as a revocation ;4 but this can only obtain in cases where the insanity is such as to extinguish capacity.5 When it has this effect, it operates to revoke a proposal.6

Except in case of proposer's death or insanity.

1 Supra, sec 10 ; Leake, 2d ed.42; Benj. on Sales, 2d Eng. ed. 52, 3d Am. ed. sec 41 et seq.; Stevenson v. McLean, L. R. 5 Q. B. D. 346 ; Craig v. Harper, 3 Cush. 158 ; Boston, etc. R. R. v. Bart-lett, 3 Cush. 224; Wheat v. Cross, 31 Md. 99 ; Judd v. Day, 50 Iowa, 247.

2 Byrne v. Van Tienhoven, L. R. 5.

C. P. D. 344. See further, infra, sec 18.

3 Stevenson v. McLean, L. R. 5 Q. B. D. 346.

4 Op. cit. 3d ed. 26.

5 In Dickinson v. Dodds, L. R. 2 Ch.

D. 463, C. A. (reversing Bacon, V. C), it was held, that, if the party addressed knows that before the acceptance the proposer had done something absolutely inconsistent with the proposal (e. g., sold the property to a third party), this is a revocation. Mr. Pollock adds that " Cooke v. Oxley, 3 T. R. 653, may be so read as to support the opinion that a tacit revocation need not be communicated at all. But the apparent inference to this effect is expressly rejected in Stevenson v. McLean, 3 Q. B. D. 351."

6 Dickinson v. Dodds, L. R. 2 Ch. D. 463.