---
title: "Mutual Assent: Unwritten and Unstated, but Agreed to by the Parties"
description: what makes a legal agreement?
image: https://www.gallatin-law.com/hubfs/Canva%20images/Canva%20Design%20DAEmzUse0MM.png
---
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08/11/2021
# Mutual Assent: Unwritten and Unstated, but Agreed to by the Parties
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Two parties do not state the terms of a deal to each other. The same two parties do not exchange a writing that states the terms of a deal. Yet, both parties execute their sides of the deal. Is there a deal? Under the principle of mutual assent, the answer is Yes!
According to Minnesota's Supreme Court, whether mutual assent exists is tested under an objective standard. *Cederstrand v. Lutheran Bhd.*, 117 N.W.2d 213, 221 (Minn. 1962). Our state Supreme Court has also declared that a manifestation of mutual assent may be *inferred* wholly from the conduct of the parties. *Hy-Vee Food Stores, Inc. v. Minn.
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*Dep’t of Health*, 705 N.W.2d 181, 186 (Minn. 2005). That means, if the parties to the disputed transaction seem to act in accordance the unstated terms of the deal, those actions may be observed to constitute knowledge and acceptance of the unstated terms.
Now certainly one sitting in Hugo does not just wake up and decide to send money to someone in Lino Lakes while at the same time someone in Lino Lakes just decides to send some goods to that same person in Hugo. There are other facts that will come into play. But, awareness of mutual assent can help you avoid a deal you don't want or enforce a deal you feel you have in place.
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## [Dan Gallatin](https://www.gallatin-law.com/blog/author/dan-gallatin)
Dan is a lifelong resident of Minnesota. Born in St. Paul, Dan spent many of his formative years growing up there before moving to White Bear Lake. After graduating from White Bear Lake, Dan spent four glorious years at the University of Wisconsin-Madison, earning a degree in two majors. Dan worked as a Senior Investigator at the Minnesota Department of Commerce for several years after graduating from college. During his final years Dan attended William Mitchell College of Law while still working full-time. During this exhausting 3 ½ year period Dan honed his skills in becoming an efficient, to-the-point legal practitioner. While at Madison Dan met his wife, Tonya, and together they moved to Minnesota to plant their roots. Dan and Tonya have two amazing, unique children and reside in Hugo.
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