If no time is fixed in the offer within which acceptance must be made, it is a rule of law that acceptance must be within a reasonable time. What amounts to a reasonable time, however, varies within wide limits. A reasonable time for the acceptance of an offer made on a commercial exchange is within a few seconds. A delay of some days might not be unreasonable in answering some offers of other kinds. A reasonable time for the acceptance of most offers made in conversation will not extend beyond the time of the conversation unless special words or circumstances indicate an intention on the part of the offeror that it shall do so.30 The question usually arises when the parties are at a distance from one another, and here only general rules can be laid' down. The length of time which is reasonable must depend on all the circumstances of the case, but especially upon the nature of the proposed contract. If it involves the sale of property which is subject to rapid fluctuations in price, a reasonable time will
26 Carr v. Duval, 14 Pet. 77, 82, 10 L Ed. 361; Taylor v. Beanie, 35 Barb. 272.
27 Howells v. Stroook, 50 N. Y. App. D. 344, 63 N. Y. Supp. 1074.
28Maclay v. Harvey, 90 111. 525; Palmer v. Phoenix Mut. L. I. Co., 84 N.Y.63.
29Where the vendors, after expiration of the time limit on an option to sell land, treated the contract as being alive and continued negotiations, they waived their right to insist that tile contract bad expired by limitation. McCarty v. Helbhng, 73 Or. 356,144 P. 409. See further, infra, Sec. 92. 30The Swiss Code of Obligations provides (Art. 4): " When the offer has been made to a person present without fixing a time for acceptance, the offeror is freed if the acceptance is not made immediately." be short.31 Generally an offer to buy or sell real estate may be supposed to continue longer than an offer to sell personal property.32 The method of communication used by the offeror is also important as indicating the degree of haste which he deems necessary, or which the circumstances make appropriate.
If the offer is made in course of personal conversation an immediate answer will generally be inquired.33 If the offer is sent by messenger or by mail no positive rule can be laid down. Frequently an answer by return of messenger or by return mail may be required by the nature of the offer even though no express limit of time is fixed. But certainly where a number of mails go out each day, a reply either by return mail or upon the day when the offer was received will be sufficient.34 So early a reply would be necessary only in commercial transactions, and not always even in such transaclions.35 Business customs in the locality or between the parties may be most important.36 The offer itself also, though not expressly limiting the time for acceptance, may afford indications of what is reasonable by reference to some future time or transaction.37
31 In Minnesota Oil Co. v. Collier Lead Co., 4 Dillon, 431, a telegraphic offer to sell oil then subject to rapid fluctuations in price was held not accepted within a reasonable time by a telegraphic reply 24 hours later. In Van Camp Packing Co. ft. Smith, 101 Md. 565, 61 Atl. 2S4, a telegraphic offer to sell, imposing a requirement of "immediate" designation of route for shipment, sent on the evening of Oct. let and delivered early on the next day, was held not seasonably accepted by a telegraphic reply at night rates Bent at 625 P. M. on that day. See also Dunlop v. Higgins, 1 H. L. C. 3S1; Ferguson v. West Coast Shingle Co., 96 Ark. 27, 130 S. W. 527; Emerson v. Stevens Grocer Co., 95 Ark. 421, 130 9. W. 541,105 Ark. 575,151 S. W. 1003; Roberts v. Evans, 43 Cal. 380; Averill v. Hedge, 12 Conn. 424; Troun-stine v. Sellers, 35 Kans. 447, 11 Pac. 441; Allen B. Wrisley Co. v. Mathieson Alkali Works, 107 111. App. 379; Fer-rier v. Storer, 63 Ia. 484,19 N. W. 288, 50 Am. Rep. 752; Bowser v. Fountain, 128 Minn. 198, 150 N. W. 795; Misell v. Burnett, 4 Jones L. 249, 69 Am. Dec. 744.
32 See as to real estate: Roberts v. Evans, 43 Cal. 380; Phillips v. Deck, 76 Cal. 384, 18 Pac. 336; Kempner v. Cohn, 47 Ark. 519, 1 S. W. 869, 58 Am. Rep. 775 (five days not as matter of law unreasonable); Stone v. Harmon, 31 Minn, 512,19 N. W. 88. But a delay of over two weeks in answering such an offer was held excessive in Ortman v. Weaver, 11 Fed. Rep. 358, and where the offerer said in his offer that be "would not agree to keep the offer good a great while" even a shorter period would be unreasonable. Baker v. Holt, 56 Wis. 100,14 N. W. 8. And with land of a speculative character, for instance oil land, much delay would be unreasonable. Vincent v. Woodland Oil Co., 165 Pa. 402, 30 Atl. 991.
33 Mactier's Administrators v. Frith, 6 Wend. 103, 114, 21 Am. Deo. 262. See also Vincent v. Woodland Oil Co., 165 Pa. 402, 30 Atl. 991.
34 Dunlop v. Higgins, 1 H. L. C. 381; Mitchell v. Wallace, 27 Ky. L. Rep. 967, 87 S. W. 303.
In offers for reward a reasonable time has been held to continue for a very long time. An offer for the conviction of an offender for a particular crime has been held not to lapse until the Statute of Limitations barred conviction.38 On the other hand, it has been held that twelve years from the time when a reward was offered is unreasonable.39 And generally in offers for unilateral contracts as a reasonable time for accepting the offer is necessarily a reasonable time for doing the act requested, if the act from its nature is likely to take a considerable time, the offer will remain open for that length of time.40
35In South Branch Cheese Co. v. American Butter & Cheese Co., 191 Mich. 507,168 N. W. 158, an offer for the sale of cheese received by mail on Saturday was held properly accepted by a telegram sent and received on the following Monday.
36 Ferguson v. West Coast Shingle Co, 96 Ark. 27, 130 8. W. 527.
37 Thus an offer to buy stock "at any time after January 1, 1886, if at that lime you desire to have me do so "may be accepted within a reasonable time after January I, 1886. Park v. Whitney, 148 Mass. 278, 19 N. E. 161. Compare Cabot v. Kent, 20 R. I. 197, 37 Atl. 945, where it was held that an offer "to take back said stock . . . upon January 1st, 1896" could not be accepted after the precise day stated in the offer. In Dawley v. Potter, 19 R. I. 372,36 Atl. 92, there was an offer to buy a colt if it was "a filly all right and sound at five months old . . . should you wish to sell her." It was held this offer might be accepted within a reasonable time after the colt was five months old Were it not for the final words of the offer it would apparently contemplate an immediate bilateral agreement, the performance of which was to be conditional upon the character of the foal at five months. So an offer made Aug. 23 to discount bills "after the 15th" it was held might be accepted Sept. 10th. Sherley v. Peehl, 84 Wis. 46, 54 N. W. 267.
So an offer for reward for the conviction of any person engaged in incendiary attempts was held to contemplate a reward not simply for attempts which had already taken place, but those which might take place in the immediate future and any performance by one seeking the reward within a reasonable time after such a future crime, would justify recovery. See Loring v. Boston, 7 Mete. 409; Longdell, Summary, Sec. 155.
Again, an offer to subscribe to shares in a new corporation may remain open until a reasonable time after the corporation has been organized, or the full subscription obtained, if this seems to have been within the original contemplation of the offer. See Rama-gate Hotel Co. v. Goldsmid, L. R. 1 Each. 109; Baily's Case, L. R. 5 Eq. 428, 3 Ch. 692.
38 The Matter of Kelly, 39 Conn. 159. See also Schaub v. Lancaster, 166 Pa. 362, 26 Atl. 1067, and in Drummond v. The United States, 35 Court of Claims, 366, the offer was held open after ten years, the criminal still being a fugitive from justice.
39Mitchell p. Abbott, 86 Me. 338, 29 Atl. 1118, 25 L. R. A. 603, 41 Am. St. Rep. 559.