Horse Sales - When Does a Buyer Have "First
Dibs?"
Q: I have a horse
advertised for sale online. Buyer A exchanged lots
of emails with me and came out to look at the
horse. Buyer A liked the horse and offered me
$2,000 less than I was asking. I said no. Two
weeks later, Buyer A called me back and wanted to
vet check my horse. I said okay and continued to
advertise the horse for sale. One day before the
scheduled vet check, Buyer B came out to look at the
horse, liked him, and offered me full price in
cash. I sold the horse to Buyer B, then called
Buyer A and told her to cancel the vet check. Now,
Buyer A is mad and said she had the legal right to
vet check the horse before I sold him to someone
else. Who's right?
A: You are. To have a
binding contract for the sale of a horse, the buyer
has to make the seller an offer to purchase, and the
seller has to accept that offer. Here, Buyer A did
make you an offer to purchase your horse, but the
offer was less than your asking price, so you
rejected Buyer A's offer. Therefore, you had no
contract with Buyer A at that time. Buyer A's
desire to vet check the horse did not constitute an
offer to purchase, only an offer to consider making
an offer.
Buyer A having made an
appointment for the vet check doesn't affect the
answer. If Buyer A wanted to make sure that she had
"first dibs" on your horse, Buyer A would have
entered into a written contract with you to purchase
the horse pending the outcome of a vet check AND
clarified in the contract that she had the exclusive
right to purchase the horse through the date of the
vet check (and perhaps a few days after the vet
check if she expected to do any blood work as part
of the pre-purchase exam).
Unlike your interaction with
Buyer A, your interaction with Buyer B created a
contract for the sale of your horse. Buyer B made a
cash offer, not subject to any contingencies, and
you accepted the offer. Therefore, a contract was
created.
Note that a contract for the
sale of your horse was created even if you and Buyer
B had nothing in writing. Verbal contracts can be
legally binding. The old saying that verbal
contracts "aren't worth the paper they're written
on" comes from the fact that they are more difficult
to enforce than written contracts because you have
to produce evidence that a verbal contract exists
and evidence of what its terms are. The prevalence
of email correspondence in horse sales has made
proving the existence and terms of verbal contracts
much easier than it used to be. However, having a
written horse sale contract is still far preferable,
because it helps avoid misunderstandings between
buyer and seller.
