Legal Environment of Business 8th Edition by Henry Cheeseman

Exercise 4

Counteroffer Wilbert Heikkila listed eight parcels of real property for sale. David McLaughlin submitted written offers to purchase three of the parcels. Three printed purchase agreements were prepared and submitted to Heikkila with three earnest-money checks from McLaughlin. Writing on the purchase agreements, Heikkila changed the price of one parcel from $145,000 to $150,000, changed the price of another parcel from $32,000 to $45,000, and changed the price of the third parcel from $175,000 to $179,000. Heikkila also changed the closing dates on all three of the properties, added a reservation of mineral rights to all three, and signed the purchase agreements.
McLaughlin did not sign the purchase agreements to accept the changes before Heikkila withdrew his offer to sell. McLaughlin sued to compel specific performance of the purchase agreements under the terms of the agreements before Heikkila withdrew his offer. The district court granted Heikkila's motion to dismiss McLaughlin's claim. McLaughlin appealed. Does a contract to convey real property exist between Heikkila and McLaughlin? McLaughlin v. Heikkila, 697 N.W.2d 231, Web 2005 Minn.App. Lexis 591 (Court of Appeals of Minnesota)