Legal Question in Business Law in California

recently i wrote and sent a letter to somebody offering to sell them: �A signed photograph of the members of the England World Cup Squad from 1966 for a price.�

They replied by letter to me saying, �I accept your offer. Please confirm that the photo has a certificate of authenticity?�

are they making a counter offer to me? or are they just requesting information


Asked on 11/20/13, 12:59 pm

2 Answers from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

This is actually a rather difficult question to answer. It may depend upon whether both the buyer and you are "merchants," i.e., people who make a business of dealing in this kind of collectibles. The applicable law seems to be Commercial Code section 2207, dealing with additional terms in an acceptance or confirmation. I would be inclined to say that the second sentence sufficiently qualifies the otherwise unqualified acceptance expressed in the first sentence to amount to a rejection of the offer and a counteroffer to purchase if and only if you can provide a certificate of authenticity. In addition, I think it would invite dispute to regard the offer as accepted and a contract formed unless and until you clarify with the buyer whether the offer is conditioned upon your delivering a certificate of authenticity or not. Asking for clarification is the safe course.

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Answered on 11/20/13, 2:05 pm
Kelvin Green The Law Office of Kelvin Green

`looks like a homework question to me...

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Answered on 11/20/13, 7:33 pm


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