This article explores contract formation under Division 2 of the California Commercial Code, which applies to the sale of goods. It isn't very common for silence to signal acceptance, and it usually only occurs when you have a prior working relationship with the other party.For a written contract, you generally must file your lawsuit within 4 years of when the agreement is broken. A contract offer and acceptance can be made with words or with actions. San Diego business contracts must have an offer and an acceptance to come into existence. Concerned about a Breach of Contract? At its simplest, if you don't have an offer that's accepted, you don't have a contract. No it is not necessary. REAs have been pushing this line over the last few years.