170 Mass. 534 | Mass. | 1898
The “ notice to architects ” issued by the committee of the defendant invited the plaintiff and other architects “ to participate in the competition for plans, on the conditions” therein stated. One of these conditions was that “ the committee reserve the right to reject any and all of the designs submitted.” According to the plaintiff’s offer of proof, he presented to the committee a full set of drawings of the proposed building. Other architects did the same. The committee thereupon, on May 19, 1893, passed a vote “ that we proceed to examine drawings and specifications presented to us on basis of compliance with each and every requirement in our letter of invitation, and after considering and discussing each requirement separately a vote of the committee be taken as to which plan best meets the letter of requirements and the needs of the association, and that on completion of this examination we select the architect who has the largest number of votes.” The offer of proof also states that the committee “ agreed that the person who should receive the greatest number of votes should superintend the construction of the same.” This ea,n mean only that they so agreed amongst
It is apparent, in the first place, that no contract arose out of the “ notice to architects ” and the presentation of plans by the plaintiff, because the right to reject any and all of the designs submitted was expressly reserved, and this right was exercised by a formal vote.
The new vote, that he be chosen architect, was not an offer to him. It was not communicated to him by the committee, nor voted to be so communicated. Those members who gave notice of the vote to the plaintiff did not act for or by authority of the committee. Their notification was not official, and did not purport to be so. The vote did not specify any terms or duties in detail, and it was not in form or intention a contract or the offer of a contract. It was merely an initiatory step, signifying the intention or purpose of the committee, and was not an act by which they meant to be bound as by a contract. If the plaintiff had notified them at once that he would act as architect, in pursuance of their vote, they might have answered that their vote was not a proposal or offer to him. Shaw v. Stone, 1 Cush. 228, 244. Dunham v. Boston, 12 Allen, 375. Sears v. Kings County Elevated Railway, 152 Mass. 151. Edge Moor Bridge Works v. County of Bristol, ante, 528.
If the plaintiff’s letter was sent after the formal rescission of the vote, the plaintiff would fail to maintain his case for the additional reason that his acceptance of an offer after it had been recalled would be too late. But the decision is not put upon that ground, because upon the facts stated the vote was not a proposal or offer to him, and he could not convert it into a contract by signifying his acceptance of it, even though he acted promptly.
Exceptions overruled.