PJC Business

C ONTRACTS

PJC 101.11

PJC 101.11 Instruction on Withdrawal or Revocation of Offer There is no agreement unless the party to whom an offer is made accepts it before knowing that the offer has been withdrawn. COMMENT When to use. PJC 101.11 should be included with PJC 101.1 only if one party claims the offer was withdrawn before it was accepted. Acceptance by performance. Under some circumstances performance of an act that the offeree is requested to promise to perform may constitute a valid acceptance. Mid-Continent Casualty Co. v. Global Enercom Management, Inc. , 323 S.W.3d 151, 157 (Tex. 2010) (citing United Concrete Pipe Corp. v. Spin-Line Co. , 430 S.W.2d 360, 364 (Tex. 1968)). Revocable or irrevocable offers. Ordinarily, the party making an offer may revoke it anytime before the offeree accepts it in the manner prescribed. See Bowles v. Fickas , 167 S.W.2d 741, 742–43 (Tex. 1943); Morgan v. Bronze Queen Management Co. , 474 S.W.3d 701, 706 (Tex. App.—Houston [14th Dist.] 2014, no pet.). The offeror can effectively revoke an offer by doing some act inconsistent with the offer, but the offeree must have actual knowledge of the revocation. Angel, Trustee for Gob smack Gift Trust v. Tauch , 642 S.W.3d 481, 495–501 (Tex. 2022); Antwine v. Reed , 199 S.W.2d 482, 485 (Tex. 1947). After making an irrevocable offer, however, the offeror cannot unilaterally vary or revoke it. Wall v. Trinity Sand & Gravel Co. , 369 S.W.2d 315, 317 (Tex. 1963). A common type of irrevocable offer is an option con tract where the offer is supported by independent consideration. UCC cases. See Tex. Bus. & Com. Code § 2.206(b) (Tex. UCC).

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