Akers v. J.B. Sedberry, Inc.


Sedberry, Inc. by written contract, employed Akers as Chief Engineer for five year term.  Mrs. M.B. Sedberry guaranteed the employer’s performance of this contract.  Sedberry Inc. employed Whitsitt as Assistant Chief Engineer for five years.  He guaranteed employer’s performance again.

Difficulty arose, financial and person at the site in TX and the two returned to Franklin to discuss the company with Mrs. Franklin.  At the very beginning to show their good faith, Akers told Mrs. Sedberry they would offer their resignation on a ninety day notice, provided they were paid according to the contract for that period.  She would not accept them.  She held that no mention was made of the ninety day notice.

She later sent them telegrams: “resignation offer accepted, effective immediately.”  Akers then wrote that there was no pending offer to resign.  The offer he expressed earlier was rejected.  His letter further stated that Akers was expecting to be paid according to the terms of his contract until he could find other employment that would pay him as much income as that provided in his contract, and that if he accepted a job with less income, he expected the difference.


Does ignoring an offer constitute nonacceptance?




An offer is rejected when the offeror is justified in inferring from the words or conduct of the offeree that the offeree intends not to accept the offer or to take it under further advisement.


Ordinarily, an offer made by one to another in a face to face conversation is deemed to continue only to the close of their conversation, and cannot be accepted thereafter.  If the offeree turns away in silence, the proper inference is that the offer is no longer open to acceptance.  There is nothing in the evidence to show that they intended the offer to continue beyond that conversation.

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