On December 15, Lawyer received from Stationer, Inc., a retailer of office supplies, an offer consisting of its catalog and a signed letter stating, " We will supply you with as many of the items in the enclosed catalog as you order during the next calendar year.  We assure you that this offer and the prices in the catalog will remain firm throughout the coming year.

For this question only, assume that no other correspondence passed between Stationer and Lawyer until the following April 15 (four months later), when Stationer received from Lawyer a faxed order for "100 reanms of your paper, catalog item #101.

Did Lawyer's April fax constitute an effective acceptance of Stationer's offer at the prices specifies in the catalog?

Answer: Yes, because Stationer had not revoked its offer before April 15.

I'm a little confused, since the rule says the offer is firm for the period stated and the maximum period of irrevocability is 3 months.  Does this mean that Stationer had to send another fax or letter specifically revoking the offer before April 15th?  Also, when does time start ticking for the purpose of calculating the period of irrevocability?

Thanks

The firm offer can stay open indefinitely, however, rule of firm offer is that it cannot be revoked for three months once an offer is made.
--- On Thu, 2/4/10,

No, brupal is incorrect. MFO means buyer cannot enforce price term in an action against seller seeking damages after 3 mo from date of firm offer.

Firm offer, UCC 2-205, from the merchant would still apply (even if offer is longer than 3 months) for three months, but the offer must be renewed or consideration must be given for the option after 3 months. So, the merchant is bound for three months, after that the offer can be bound for as long as the parties want, but offeree must provide consideration after 3 months.

Oops, I owe brupal an apology. I was wrong. Sorry, my bad.

I was remembering that the effect of the offer being irrevocable was that you could enforce the price for the first three months, but failed to realize that it's not just price term. I stated it incorrectly and brupal was more accurate in his description. I'm very sorry.

I simply misunderstood the first sentence, which got me off on the wrong track. It's my understanding that the seller MAY continue to hold the offer open beyond three months, at its option, but cannot be required to do so by the buyer. That's when I mischaracterized it as the price term, when it should have been revocable as a whole, not just as to price, following the three months.

The part I had to learn for the bar was that it's not limited to three months, if the seller so elects. It's just that the buyer can't enforce anything on an unwilling seller after the three months. I'm pretty certain I have it right now. But if not, I welcome a discussion. We all make mistakes for sure. It's being able to recognize them and admit to them with an open ear that makes for a fertile learning environment.

My apologies to brupal.

Thanks everyone, for you input.  It's clearer to me now.