A letter that accepts an offer in accordance with a contractual pre-emption clause and also discusses alternative transaction structures or annexes suggested changes to documentation will be read as an unconditional acceptance where, objectively in context, the additional matters are referable to a perceived preference of the offeror and are suggestions open to discussion rather than conditions on the acceptance. An acceptance that lacks clarity is not necessarily a rejection or counter-offer; the offer may remain open for subsequent acceptance.
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