Counteroffer by Offeree.

Ordinarily if A makes an offer, such as to sell a used automobile to B for $],000, and B in reply makes an offer to buy at $750, the original offer is terminated. B is in effect saying, "I refuse your original offer, but in its place I make a different offer." Such an offer by the offeree is known as a counteroffer.

Counteroffers are not limited to offers that directly contradict the original offers. Any departure from, or addition to, the original offer is a counteroffer even though the original offer was silent as to the point added by the counteroffer.* For example, when the offeree stated that the offer was accepted and added that time was of the essence, the "acceptance" was a counteroffer because the original offer had been silent on that point.

Rejection of Offer by Offeree.

If the offeree rejects the offer and communicates this rejection to the offeror, the offer is terminated, even though the period for which the offerer agreed to keep the offer open has not yet expired. It may be that the offeror is willing to renew the offer; but unless this is done, there is no longer any offer for the offeree to accept.

Lapse of Time.

When the offer states that it is open until a particular date, the offer terminates on that date if it has not yet been accepted.0 This is particularly so where the offeror declares that the offer shall be void after the expiration of the specified time. Such limitations are strictly construed. For example, it has been held that the buyer's attempt to exercise an option one day late had no effect.

If the offer does not specify a time, it will terminate after the lapse of a reasonable time. What constitutes a "reasonable" time depends upon the circumstances of each case; that is, upon the nature of the subject matter, the nature of the market in which it is sold, the time of the year, and other factors of supply and demand. If the commodity is perishable in nature or fluctuates greatly in value, the reasonable time will be much shorter than if the subject matter is a staple article. An offer to sell a harvested crop of tomatoes would expire within a very short time. When a seller purports to accept an offer after it has lapsed by the expiration of time, the seller's accep­tance is merely a counteroffer and does not create a contract unless that offer is accepted by the buyer.

FACTS:

Morrison wished to purchase land owned by Raycn Investments. Morrison gave a real estate agent a writing stating the desire to purchase and specifying that Raven must ac­cept in fifteen days. On the sixteenth day, Raycn sent Morrison a telegram accepting Morrison's offer. Rayen later refused to go through with the transaction and Morrison brought suit for breach of contract.

DECISION:

Judgment for Rayen. There was no con­tract upon which suit could be brought. The offer of Morrison could only be accepted within fifteen days, it lapsed with the expiration of the fifteen days. The "acceptance" telegram on the sixteenth day therefore had no effect and there was no contract. [Morrison v Rayen Invest­ments, Inc. 97 Nev. 58, 624 P2d 11 (1981)]