The Law Of Letters—contract Letters

There are forty-eight states in this Union, and each of them has its own laws and courts. In addition we have the Federal Government with its own laws and courts. In one class of cases, the Federal courts follow the state laws which govern the particular occasion; in another class of cases, notably in those involving the interpretation or application of the United States statutes, the Federal courts follow Federal law. There is not even a degree of uniformity governing the state laws, a

d especially is this true in criminal actions, for crimes are purely statutory creations.

Therefore it is extremely misleading to give any but the vaguest and most elementary suggestions on the law which governs letters. To be clear and specific means inevitably to be misleading. I was talking with a lawyer friend not long since about general text-books on law which might be useful to the layman. He was rather a commercially minded person and he spoke fervently:

"If I wanted to build up a practice and I did not care how I did it, I should select one hundred well-to-do people and see that each of them got a copy of a compendium of business law. Then I should sit back and wait for them to come in—and come in they would, for every mother's son of them would decide that he had a knowledge of the law and cheerfully go ahead getting himself into trouble."

Sharpen up a man's knowledge of the law and he is sure to cut himself. For the law is rarely absolute. Most questions are of mixed fact and law. Were it otherwise, there would be no occasion for juries, for, roughly, juries decide facts. The court decides the application of the law. The layman tends to think that laws are rules, when more often they are only guides. The cheapest and best way to decide points of law is to refer them to counsel for decision. Unless a layman will take the time and the trouble most exhaustively to read works of law and gain something in the nature of a working legal knowledge, he had best take for granted that he knows nothing whatsoever of law and refer all legal matters to counsel.

There are, however, a few principles of general application that may serve, not in the stead of legal knowledge, but to acquaint one with the fact that a legal question may be involved, for legal questions by no means always formally present themselves in barristers' gowns. They spring up casually and unexpectedly.

Take the whole question of contract. A contract is not of necessity a formal instrument. A contract is a meeting of minds. If I say to a man: "Will you cut my lawn for ten dollars?" and he answers, "Yes," as valid a contract is established as though we had gone to a scrivener and had covered a folio of parchment with "Whereases" and "Know all men by these presents" and "Be it therefore" and had wound up with red seals and ribbons. But of course many legal questions could spring out of this oral agreement. We might dispute as to what was meant by cutting the lawn. And then, again, the time element would enter. Was the agreement that the lawn should be cut the next day, or the next month, or the next year? Contracts do not have to be in writing. All that the writing does is to make the proof of the exact contract easier.

If we have the entirety of a contract within the four corners of a sheet of paper, then we need no further evidence as to the existence of the contract, although we may be in just as hopeless a mess trying to define what the words of the contract mean. If we have not a written contract, we have the bother of introducing oral evidence to show that there was a contract. Most contracts nowadays are formed by the interchange of letters, and the general point to remember is that the acceptance must be in terms of the offer. If X writes saying: "I will sell you twenty tons of coal at fifteen dollars a ton," and Y replies: "I will take thirty tons of coal at thirteen dollars a ton," there is no contract, but merely a series of offers. If, however, X ships the thirty tons of coal, he can hold Y only at thirteen dollars a ton for he has abandoned his original offer and accepted Y's offer. It can be taken as a general principle that if an offer be not accepted in its terms and a new condition be introduced, then the acceptance really becomes an offer, and if the one who made the original offer goes ahead, it can be assumed that he has agreed to the modifications of the unresponsive acceptance. If X writes to Y making an offer, one of the conditions of which is that it must be accepted within ten days, and Y accepts in fifteen days, then X can, if he likes, disregard the acceptance, but he can waive his ten-day time limit and take Y's acceptance as a really binding agreement.

Another point, sometimes of considerable importance, concerns the time when a letter takes effect, and this is governed by the question of fact as to whom the Post Office Department is acting for. If, in making an offer, I ask for a reply by mail or simply for a reply, I constitute the mail as my agent, and the acceptor of that offer will be presumed to have communicated with me at the moment when he consigns his letter to the mails. He must give the letter into proper custody—that is, it must go into the regular and authorized channels for the reception of mail. That done, it makes no difference whether or not the letter ever reaches the offerer. It has been delivered to his agent, and delivery to an agent is delivery to the principal. Therefore, it is wise to specify in an offer that the acceptance has to be actually received.

The law with respect to the agency of the mails varies and turns principally upon questions of fact.

Letters may, of course, be libelous. The law of libel varies widely among the several states, and there are also Federal laws as well as Postal Regulations covering matters which are akin to libel. The answer to libel is truth, but not always, for sometimes the truth may be spread with so malicious an intent as to support an action. It is not well to put into a letter any derogatory or subversive statement that cannot be fully proved. This becomes of particular importance in answering inquiries concerning character or credit, but in practically every case libel is a question of fact.

Another point that arises concerns the property in a letter. Does he who receives a letter acquire full property in it? May he publish it without permission? In general he does not acquire full property. Mr. Justice Story, in a leading case, says:

"The author of any letter or letters, and his representatives, whether they are literary letters or letters of business, possess the sole and exclusive copyright therein; and no person, neither those to whom they are addressed, nor other persons, have any right or authority to publish the same upon their own account or for their benefit."

But then, again, there are exceptions.