Coley v. Lang
Alabama Court of Civil Appeals
339 So. 2d 70 (Ala. Civ. App. 1976)
Coley (defendant) and Lang (plaintiff) signed a preliminary letter agreement to buy stock in Lang's corporation, IAS, expressly stating the letter would be reduced to a binding definitive agreement by September 18; when Coley learned Lang had not obtained necessary approvals by that date, Coley withdrew, and Lang sued for breach, testifying he had declined to bid on two other contracts during the eighteen-day period in reliance on the letter. The trial court found the letter agreement itself was not binding but ruled for Lang based on his reliance on Coley's representations.
Whether a promise is binding under the doctrine of promissory estoppel if the promisee's action or forbearance in reliance on the promise is not substantial.