Concluded contract requires final agreement on essential tender terms; unresolved conditions and missing earnest money defeated damages claim.

A tender acceptance did not create a concluded contract where earnest money was a condition precedent, no waiver was shown, and the correspondence left material terms unresolved. With payment, risk purchase, and other essential conditions still under proposal and counter-proposal, there was no final consensus ad idem on all essential terms. In the absence of a concluded contract, no liability for breach arose and the claim for damages failed, leaving the trial court's finding undisturbed.

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Issues: Whether a concluded contract came into existence between the parties on acceptance of the tender, and whether the appellant could claim damages for alleged breach when the tender was not accompanied by earnest money and the correspondence disclosed unresolved terms.

Analysis: The tender conditions required earnest money as a pre-condition, yet no earnest money was paid and there was no evidence of waiver. The correspondence between the parties also showed outstanding proposals and counter-proposals on material terms such as payment, risk purchase, and other conditions. In these circumstances, mere communication that the tender was accepted did not establish final consensus on all essential terms. Without proof that all material terms were finally agreed, the arrangement could not be treated as a concluded contract.

Conclusion: No concluded contract was proved between the parties, and the appellant could not hold the respondents liable for breach or recover the claimed loss. The finding of the trial court was upheld and the claim failed.

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