Curtis Co. v. Mason

In April, Norman Mason (defendant), a farmer, called D. R. Curtis Company (Curtis) (plaintiff) to ask about Curtis’s advertisement regarding soybean farming. After talking about soybeans for a while, Mason and the Curtis representative, a grain broker named Bob Mai, began to talk about Mason’s spring wheat crop. Mai told Mason how Curtis purchased wheat and how much wheat was selling for at the time. Mason, who had only ever sold wheat after harvest, asked Mai how Curtis went about purchasing wheat before it the wheat was harvested. Mason then said he might like to contract with Curtis for the sale of Mason’s spring wheat crop. Based on what Mason had told Mai about his crop, Mai outlined the terms of an agreement. In particular, Mai gave Mason a price, some information about the delivery timeframe and method, and a 9,000-bushel quantity. Mason said that he wanted to see Curtis’s contract form, and Mai said that he would send one. Mai believed that he and Mason had executed an oral agreement for the purchase of 9,000 bushels of Mason’s spring wheat and, accordingly, sold 9,000 bushels of spring wheat to a grain purchaser. Mai also signed a confirmation memorandum and sent it to Mason. That was the end of communication between Mai and Mason. The memorandum itself said that keeping the memorandum without telling Curtis about any errors constituted acceptance of the contract as stated. Mason read the memorandum when it arrived a few weeks after the phone conversation. Seeing the 9,000-bushel quantity and believing it was too much, Mason decided that he was not interested in selling to Curtis. Mason left the letter in his glovebox. A few months later, another Curtis employee went to see Mason about the supposed contract. Mason did not feel that he had a contract with Curtis. Over the next few months, Mason received calls from Curtis employees threatening to sue for breach of contract. Finally, Mason mailed the memorandum back to Curtis with “not accepted” written on the back. Curtis sued Mason for breach of contract. The trial court ruled in favor of Mason. Curtis appealed.