California Civil Jury Instructions (CACI)

308. Contract Formation—Revocation of Offer

Both an offer and an acceptance are required to create a contract. [Name of defendant] contends that the offer was withdrawn before it was accepted. To overcome this contention, [name of plaintiff] must prove one of the following:

1. That [name of defendant] did not withdraw the offer; or

2. That [name of plaintiff] accepted the offer before [name of defendant] withdrew it; or

3. That [name of defendant]’s withdrawal of the offer was never communicated to [name of plaintiff].

If [name of plaintiff] did not prove any of the above, then a contract was not created.

New September 2003

Directions for Use

Do not give this instruction unless the defendant has testified or offered other evidence in support of his or her contention.

This instruction assumes that the defendant is claiming to have revoked his or her offer. Change the identities of the parties in the indented paragraphs if, under the facts of the case, the roles of the parties are switched (e.g., if defendant was the alleged offeree).

Sources and Authority

  • Civil Code section 1586 provides: “A proposal may be revoked at any time before its acceptance is communicated to the proposer, but not afterwards.”
  • The methods for revocation are listed in Civil Code section 1587, and include:

    1) Communication of revocation,

    2) Lapse of time for acceptance,

    3) Failure to fulfill condition precedent to acceptance, and

    4) By death or insanity of proposer.

    This instruction addresses the first method.

  • “It is a well-established principle of contract law that an offer may be revoked by the offeror any time prior to acceptance.” (T. M. Cobb Co., Inc. v. Superior Court (1984) 36 Cal.3d 273, 278 [204 Cal.Rptr. 143, 682 P.2d 338].)
  • “ ‘Under familiar contract law, a revocation of an offer must be directed to the offeree.’ [Citation.]” (Moffett v. Barclay (1995) 32 Cal.App.4th 980, 983 [38 Cal.Rptr.2d 546].)

Secondary Sources

1 Witkin, Summary of California Law (10th ed. 2005) Contracts, §§ 159–165

13 California Forms of Pleading and Practice, Ch. 140, Contracts, §§ 140.22, 140.61 (Matthew Bender)

5 California Points and Authorities, Ch. 50, Contracts, § 50.351 (Matthew Bender)

27 California Legal Forms, Ch. 75, Formation of Contracts and Standard Contractual Provisions, § 75.211 (Matthew Bender)

1 Matthew Bender Practice Guide: California Contract Litigation, Ch. 13, Attacking or Defending Existence of Contract—Absence of Essential Element, 13.23–13.24