Southworth v. Oliver
Oregon Supreme Court
587 P.2d 994 (1978)
Oliver (defendant) approached his neighbor Southworth (plaintiff) about selling grazing land, and after several follow-up conversations about Southworth's interest and financing, sent Southworth a letter specifying 2,933 acres for $324,419 with detailed down-payment, financing, and closing-date terms; Southworth promptly wrote back accepting the offer, but Oliver replied that Southworth had misconstrued the letter, which he claimed was merely informational and intended only to open further negotiations with Southworth and other neighbors. Southworth sued for specific performance, the trial court ruled for him, and Oliver appealed.
Whether, absent express words indicating intent to be bound, a contract may still be implied when, based on all the facts and circumstances, a reasonable person in the plaintiff's position could have inferred a promise from the defendant's actions.