Paul Felthouse v Bindley
Court of Common Pleas
Citations: 142 ER 1037; (1862) 11 CB NS 869; (1862) 6 LT 157.
The claimant and a third party were in negotiations for the sale of a horse. The third party wrote to the claimant explaining that there may have been a misunderstanding between the two over the price of the horse. The claimant wrote back, suggesting that they split the difference. He added that ‘If I hear no more about him, I consider the horse is mine at 30l. 15s’. The third party did not reply. Several weeks later, the third party placed the horse in possession of an auctioneer, who sold it.
The claimant sued the auctioneer for conversion of the horse, arguing that the third party had already sold it to him. The auctioneer argued that there was no completed contract between the third party and the claimant, because the third party had never accepted the claimant’s offer to buy the horse for 30l. 15s.
- Was the third party’s silence an acceptance of the claimant’s offer to buy the horse?
The Court of Common Pleas held in favour of the auctioneer. The third party had not accepted the claimant’s offer to buy the horse by failing to respond to his letter.
This Case is Authority For…
An acceptance requires positive words or behaviour which indicate that the other party intends to be bound by the terms of the offer. Complete silence is not sufficient.