FACTS:                    

The buyer submitted an offer to purchase the residential property and the seller countered. The counteroffer gave the buyer until 5:00 p.m. on Wednesday to accept the counteroffer. The buyer delivered “acceptance” of the counter at noon on Friday. The seller has moved forward with a different transaction and insists that the original buyer never entered into a contract to buy the property.

ISSUE:                      

Was an enforceable contract entered into?

ANSWER:                

No.

DISCUSSION:         

A party is contractually allowed to condition the terms of acceptance of an offer or a counteroffer. Here, the buyer had until 5:00 p.m. on Wednesday to accept the counteroffer.  Because the buyer did not accept the counteroffer in the timeframe specified by the seller, the counteroffer expired and was no longer in effect.  Accordingly, at the time the buyer delivered the “acceptance” at noon on Friday, there was no offer to accept.  The seller is free to negotiate with other buyers as he chooses since the parties never formed a contract.