Stevenson, Jacques & Co. v McLean (1880) 5 QBD 346 (QB)
The defendant wrote to the plaintiffs giving 40 shillings net cash per ton as the lowest price at which he could sell iron and stated that he would hold the offer open until the following Monday. The plaintiffs telegraphed:
‘Please wire whether you would accept forty for delivery over two months, or, if not, the longest limit you could give.’
The defendant did not reply. One of the issues before the judge, Lush J was whether this telegram amounted to a counter-offer, thereby rejecting the defendant’s offer to sell at 40s. net cash per ton.
Held: The telegram was not a rejection of the defendant’s offer, but merely an inquiry as to
whether the defendant would modify the terms of his offer.
LUSH J: The form of the telegram is one of inquiry. It is not ‘I offer forty for delivery over two months,’ which would have likened the case to Hyde v Wrench (1840) 3 Beav 334, where one party offered his
estate for £1,000, and the other answered by offering £950. Lord Langdale, in that case, held that after the £950 had been refused, the party offering it could not, by then agreeing to the original proposal,
claim the estate, for the negotiation was at an end by the refusal of his counter proposal.Here there is no counter proposal. The words are, ‘Please wire whether you would accept forty for delivery over two months, or, if not, the longest limit you would give.’ There is nothing specific by way of offer or rejection, but a mere inquiry, which should have been answered and not treated as a rejection of the offer.
