What is acceptance?
Acceptance is the offeree's agreement to the exact terms of the offer, which completes the contract.
Acceptance is the offeree’s agreement to the terms of the offer.
Where the word "Acceptance" comes from
Acceptance follows offer in the classic contract formation sequence. It is the moment mutual assent becomes complete, a concept refined by cases like the mailbox rule, which made acceptance effective on dispatch rather than receipt.
Why Acceptance matters
Acceptance completes the contract and creates mutual obligations. Until acceptance, the offeror can generally revoke; after acceptance, both sides are bound, so the timing and content of the acceptance matter enormously.
Common confusion about Acceptance
Acceptance must match the offer; changing any term is a counter-offer, not an acceptance. The mirror image rule still governs many agreements, and a reply that adds conditions or alters price is legally a new offer that the original offeror must then accept.
A real-world example of Acceptance
You email I accept your terms at 5,000. That acceptance forms the contract, unless your message changed any term, which would be a counter-offer. Even a small change, such as a different delivery date, can flip the deal.
A worked example of Acceptance
A vendor offers to supply 100 chairs at $80 each. The buyer replies we accept, but the chairs must be teak. Because teak was not in the offer, the reply is a counter-offer, and no contract exists until the vendor accepts the new term. Under the Uniform Commercial Code for goods, minor additions can sometimes become part of the deal unless objected to, but the safest assumption is that changed terms undo the offer. Courts also look at whether the buyer began performing or otherwise acted in a way that signals assent, because conduct can sometimes speak louder than the words of a reply.
How Acceptance works in practice
To accept cleanly, repeat the offer's key terms and say you accept, without adding conditions. If you want different terms, say so explicitly as a counter-offer and wait for the other side's confirmation. In fast-moving deals, put acceptance in writing and keep a record of the time sent, because the mailbox rule can make a dispatched acceptance binding even before it arrives.
Questions about Acceptance
Must acceptance be in writing?
Not always, but some contracts require a signed writing.
What is the mailbox rule?
Acceptance is often effective when sent, not when received.
Can I accept by starting work?
Sometimes — beginning performance can be acceptance of an offer.
Can silence be acceptance?
Rarely; silence is generally not acceptance unless the parties agreed.