The Federal Reporter with Key-Number Annotations, Volume 272: Cases Argued and Determined in the Circuit Courts of Appeals and District Courts of the United States and the Court of Appeals in the District of Columbia, June-August, 1921. Page: 55
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CARROLL V. MELVILLE SHOE CORPORATION DD
(272 F )
There are other statements in the correspondence which it is not
necessary to set out in detail which convinces us that the offers made
by the defendant were accepted, and that it was the understanding of
both parties that a binding contract existed between them. This was
not a unilateral, but a bilateral, agreement. It cannot be supposed that
if, after the company, in reliance upon these blanket orders, had laid in
the required stock, the price of leather had materially declined, and de-
fendant had repudiated the orders, the company could not have re-
covered for any damages it suffered by such a repudiation.
It is true that in the letters which the Macdonald & Kiley Company
addressed to the defendant the term "order" is sometimes used, and at
other times the word "specification" is employed. The counsel for the
trustee in his argument in this court attached importance to the fact,
and has asked the court to regard the term as meaning simply an es-
timate. This correspondence must be construed as a whole, and the
writer of the letters has sometimes used the word "order" and some-
times "specification," evidently referring to the same thing. The first
definition of "specification" given in the Century Dictionary is the fol-
"An act of specifying, or making a detailed statement, or the statement so
made: a definite or formal imenition of particulars; as a specification of
one's requirements "
Each blanket order was a specification of the number of shoes and
the kind of leather they were to be made from, which the defendant
would require and desired the company to furnish. Both parties re-
ferred to it as an order, and so understood and acted upon it. The Mac-
donald & Kiley Company had not asked for an "estimate." In the letter
of March 28. 1916, already quoted, they stated that they wished "to
he in a position to know the exact number of shoes" wanted, so as "to
set aside for your individual business all materials" that would be
needed. It was in reply to that request for the exact number that de-
fendant sent in the orders. The defendant, in sending them, did not
state that it would want approximately the number of pairs of shoes
specified, or that it was estimating its needs. The orders were absolute,
and it was as important for the defendant to have an absolute under-
standing of the matter as it was that the manufacturer should know
"the exact" number The defendant, in sending in the order, requested
the company, as we have seen, to "acknowledge this blanket order by
return mail. as we are anxious to cover on shoes and to know positively
that we are protected" And how can it be seriously contended that a
statement is an estimatee." and not an "order," which begins:
"Below is a list of shoes which we will buy of you for delivery at a time
and price specilfed."
In Croshaw v. Pritchard, 16 Times L. R. 45., a builder solicited esti-
mates for work in connection with his construction job. The defendant
submitted a detailed statement, which he headed "Estimate." The
plaintiff immediately wrote, saying that his estimate was accepted. The
court held the estimate was a firm order.
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The Federal Reporter with Key-Number Annotations, Volume 272: Cases Argued and Determined in the Circuit Courts of Appeals and District Courts of the United States and the Court of Appeals in the District of Columbia, June-August, 1921., legislative document, 1921; Saint Paul, Minnesota. (digital.library.unt.edu/ark:/67531/metadc38843/m1/77/: accessed April 30, 2017), University of North Texas Libraries, Digital Library, digital.library.unt.edu; crediting UNT Libraries Government Documents Department.