In Thomas Builders, Inc. v. Patel, Et Al., a construction company sought damages for breach of contract after a businessman signed and “accepted” the construction company’s proposal but then failed to use the company. After entering negotiations with a businessman interested in building a hotel, the construction company submitted a proposal to the businessman. The proposal contained four pages of printed specifications and three pages of hand-sketched drawings. Although the proposal did not contain a signature line, the businessman subsequently signed the proposal and wrote the word “Accepted” next to his signature. At trial, the businessman alleged that he signed the proposal to demonstrate his serious intention to continue discussions with the construction company. According to the businessman, a representative from the construction company called him and said that the construction company needed reassurance that he was seriously considering the company’s proposal. The representative then asked the businessman to sign the proposal to demonstrate his intention to continue discussions with the company.
Because the construction company never directly disputed the businessman’s testimony, the Trial Court and Court of Appeals held that no contract had been created by the businessman’s signature. The Court of Appeals reasoned that the signature could not constitute acceptance of an offer to build a hotel because “asking someone to sign a ‘proposal’ in order to prove his ‘seriousness’ is not the same thing as making a contractual offer to build a hotel.” The Court of Appeals further stated that the construction company “was not even making an offer,” even though the court conceded that the proposal itself may have constituted an offer. Thomas Builders, Inc. v. Patel, Et Al., WL 2938054 (Tenn.Ct.App. July 31, 2008).