Fairmount Glass Works v. Crunden-Martin Wooden Ware Co.

Facts

On April 20, 1895, Crunden-Martin Wooden Ware Co., a buyer in St. Louis, wrote Fairmount Glass Works and asked for the lowest price it could make on its order for ten car loads of Mason green jars, with terms and cash discount. On April 23, 1895, Fairmount answered. It said it quoted Mason fruit jars delivered in East St. Louis at $4.50 per gross for pints, $5.00 for quarts and $6.50 for half gallons, "for immediate acceptance," with shipment not later than May 15, 1895. Terms were sixty days' acceptance, or 2 off for cash in ten days. A note added that all quotations and contracts were subject to contingencies of agencies or transportation, delays or accidents beyond Fairmount's control. On April 24, 1895, Crunden-Martin telegraphed Fairmount to enter its order for ten car loads as per the quotation, and said specifications were mailed. Fairmount telegraphed back the same day that it was impossible to book the order because its output was all sold. Crunden-Martin also wrote a letter dated April 24, 1895, confirming the order. That letter added that the jars and caps were to be strictly first quality goods. Fairmount declined to furnish the goods before it got that letter. It later gave other reasons for refusing. The proof showed that in the trade "ten car loads" meant 1,000 gross.

Issues

1. Was Fairmount's April 23 letter a definite offer to sell that Crunden-Martin could accept, or only a quotation of prices that left the buyer's order open to acceptance or refusal?
2. Did the words "strictly first quality goods," added in Crunden-Martin's confirming letter, keep the buyer's reply from being an acceptance of the offer as made?
3. Was the contract too indefinite because it did not fix the quantity of each size of jar or the days of delivery?

Holding

Fairmount's letter, answering Crunden-Martin's inquiry, was a definite offer to sell on the stated terms, not a mere quotation of prices. Crunden-Martin's telegram accepted it and closed the contract, so Fairmount could not withdraw afterward. The words about first quality goods in the buyer's later letter did not let Fairmount escape, and the contract was not too indefinite as to quantity or delivery.