Lucy v. Zehmer – Case Brief Summary
Summary of Lucy v. Zehmer, 196 Va. 493, 84 S.E.2d 516 (1954).
One evening in December 1952 after several drinks, Zehmer (D) wrote a contract on a restaurant bill in which he agreed to sell his farm to Lucy (P) for $50,000. Zehmer later insisted that he had been intoxicated and thought the matter was a joke, not realizing that Lucy had been serious.
Lucy claimed that he was not intoxicated and believed that Zehmer was also sober. Zehmer testified that he was already “high as a Georgia pine” when he began drinking with Lucy. He claimed that he was merely bluffing to try to get Lucy to admit that he did not actually have $50,000.
Lucy brought suit for specific performance when Zehmer refused to complete the transaction. The trial court ruled for Zehmer holding that Lucy had not established a right to specific performance.
In determining whether a party has made a valid offer, how does the court determine whether the party had the intent to contract?
Holding and Rule
In determining whether a party has made a valid offer, the words and actions of the party are interpreted according to a reasonable person standard. If the words or other acts of one of the parties have but one reasonable meaning, his undisclosed intention is immaterial except when an unreasonable meaning which he attaches to his manifestations is known to the other party.
The court looks to the objective, outward expression of a person and not to their secret and unexpressed subjective intent. The test is whether a reasonable person would conclude that the party’s words and actions constituted an offer. In this case Zehmer’s acts and words could be reasonably interpreted by Lucy as an offer to sell his farm. The parties discussed the matter for over forty minutes, addressed the issue of examination of title, and both Zehmer and his wife signed the agreement.
Judgment for Zehmer reversed and remanded.
See Hyde v. Wrench for a contract law case brief in which the court held that in making a counteroffer to buy the defendant’s farm, the plaintiff rejected the original offer causing it to be withdrawn.