Brief Fact Summary.
Fletcher-Harlee Corporation (Fletcher) sued Pote Concrete Contractors, Inc. (Pote) for breach of contract when Pote increased the cost of their labor for contracting work.
Synopsis of Rule of Law.
An offer and acceptance is required to form a contract.
Further, the failure to submit a draft amended complaint is fatal to a request for leave to amend.View Full Point of Law
Fletcher-Harlee Corporation (Fletcher) was a general contractor that solicits bids from subcontractors. Pote Concrete Contractors, Inc. (Pote) submitted a price quote and stipulated that the quotation was solely for informational purposes. Fletcher accepted Pote’s bid, and Pote increased the price of their work. Fletcher contracted with the next lowest bidder and sued Pote for breach of contract. The district court granted a motion to dismiss to Pote, Fletcher appealed.
Is an offer and acceptance required to form a contract?
Yes. There was no contract between Fletcher and Pote because Pote’s initial price quotation stipulated that the quote was not an offer. Similarly, Fletcher’s initial announcements were invitations to submit offers and Fletcher was required to accept a bid in order to form a contract. Because Pote did not offer a bid no contract was formed. The judgment of the district court is affirmed.
An offer constitutes the will to enter into a contract and an acceptance is all that is required to enter into a contract. Communications regarding an offer that materially alters the terms of an offer is considered a counter-offer.