Offers, counteroffers, acceptance, and revocation

From proposal to agreement

An offeror makes a definite proposal; the offeree can accept it. A listing price ordinarily invites offers rather than promising to sell to the first person who offers that price.

Acceptance is assent to the offer as made, communicated by the required or otherwise authorized method while the offer remains open. A private decision is insufficient. A signature alone may not complete acceptance when delivery is required. These are general formation principles; a real estate agreement must also satisfy applicable writing requirements and other requirements for enforceability.

Counteroffer or inquiry?

A buyer offers $500,000 with a 30-day closing. The seller replies, 'I will sell for $510,000 with the same closing date.' This counteroffer rejects the original offer and makes a new one. The seller becomes the offeror. Rejecting the counteroffer does not revive the buyer's original offer; it must be renewed.

'Would you consider $510,000?' can instead be an inquiry. Examine the whole communication: a question about a change is not necessarily a rejection, but acceptance conditioned on a change is a counteroffer.

When the power to accept ends

Revocation is the offeror's withdrawal before effective acceptance; in California, notice of revocation takes effect when it is sent to the offeree. Rejection is the offeree's refusal. Expiration ends an offer when its acceptance period runs out. A deadline alone does not make an ordinary offer irrevocable; an enforceable option can restrict withdrawal during its term.

For a timeline, identify the parties, the terms, the required method of acceptance, and when each communication becomes effective. A properly communicated, timely acceptance moves the parties toward contract formation. A counteroffer starts a new proposal with reversed roles.