dissenting.
I would affirm the judgments of the Chancellor and the Court of Appeals that the plaintiffs and the local union entered into an enforceable contract; in addition, I *882would affirm the judgment of the Chancellor as to the duration of the union’s obligation under the contract.
The majority reverses the concurrent findings of the Chancery Court and the Court of Appeals that there is an enforceable contract upon a determination that the facts show lack of mutual assent and indefiniteness of the agreement. The evidence upon which the Court reverses the lower courts is the debate at the union meeting when the disputed agreement, which was negotiated by the union officers and the plaintiffs at the Fishery Park meeting, was presented to the union for ratification.
It appears that the majority misapprehends the plaintiffs’ insistence and the lower courts’ findings with regard to this determinative factual issue. The majority states:
The chancellor’s order comes closer [than does the decision of the Court of Appeals] to full recognition of the context of the commitment made by the union on March 30. What it fails to take into account is the plaintiffs’ insistence that the union is bound by assurances purportedly made by the negotiating team at the earlier meeting.
Plaintiffs insist and the courts found that the union is “bound by the assurances” made by the negotiating team because those assurances were agreed to by the plaintiffs and ratified by the union.
The union membership ratified by vote the agreement between the union and the plaintiffs, acknowledged that an increase in dues would be necessary to fund the agreement, and subsequently raised dues approximately fifty dollars per member for that purpose. Statements made by the members during debate, found by the majority to be evidence of uncertainty, are immaterial. That some of the members may not have understood the terms of the agreement, or considered the agreement ill-advised, or voted against ratification of the agreement is immaterial. The material facts are that the union by majority vote (274 to 29) ratified the agreement and that after the collective bargaining agreement with the company was approved it increased dues to provide the funds necessary to fulfill the union’s contractual obligation to the plaintiffs.
The Court of Appeals properly disposed of the evidence relied upon by the majority with the following statement:
Notwithstanding what they may have thought, it is clear from the transcript of the proceeding of the Local meeting that the motion was to pay the employees “ ‘til they’re back in the plant.” (Emphasis added.)
Perhaps the most compelling evidence of mutual assent regarding the terms of the agreement is the union’s payments of wages and insurance costs to the plaintiffs for approximately two years. As stated in Restatement 2d of Contracts § 19, “[t]he manifestation of assent may be wholly or partly by written or spoken words or by other acts or by failure to act.” In this case, there was action (payments), as well as spoken assent (the vote of the members).
The facts leave no doubt as to the construction placed on the agreement by the parties. The plaintiffs allowed the proposed collective bargaining agreement between the employer and the union to be ratified by the union. The union, with funds provided by an increase in dues voted by the members, paid to each plaintiff an amount equal to the wages he would have received under the collective bargaining agreement and the amount of his insurance premiums. That this obligation became burdensome does not render the agreement uncertain or unenforceable. The record supports the trial court’s finding that “(t)he agreement of the parties was that the union would pay the plaintiffs their wages and insurance until such time as the plaintiffs’ arbitration or other legal remedies was exhausted.”
The agreement, furthermore, is not rendered unenforceable because its terms do *883not include a terminal date. The applicable law is stated in 17 C.J.S. Contracts § 36(2) (1963) as follows:
A contract is not fatally indefinite merely because it does not specify a time presently definite for its termination.
It is clear the parties contemplated, as found by the Chancellor, that the agreement would continue until the issue of the plaintiffs’ re-employment was resolved by arbitration, which, according to the record, was proceeding at the time of trial. The trial court properly found that, based on the circumstances which prompted the making of the agreement, the union’s obligation would not extend beyond the term of the collective bargaining contract.
Consequently, I would hold that the record demonstrates that the parties did mutually assent and the terms of the agreement are not unenforceably indefinite.