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After a business relationship breaks down, owners, managers, and outsiders dispute who is bound and who must pay. A seller promised to keep an offer open while the buyer made costly preparations. The facts support the doctrine in part, but a timing problem may limit the requested remedy. The parties disagree about the legal effect of those facts. What is the strongest reason for the likely result?

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Stop the analysis once the proponent states a plausible rule, without addressing the strongest counterargument. Resolve the dispute on equitable fairness alone without identifying the governing doctrine or its limits. The court should resolve the dispute by applying the operative rule to the material facts: The answer should identify the governing rule for Corporate Formation and apply it to the operative facts. Assume the doctrine applies because one element appears satisfied, even if the remaining elements are contested.

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