Certainty

Article 14

An "offer" is an intent indication showing the desire to enter into a contract with others, and the intent indication shall conform to the following provisions:

1. the content indicated shall be concrete and definite;

2. the offeror shall, as is indicated, be bound by the intent indication upon its acceptance by an offeree.

Section 1 - General Provisions 62

Article 2.101 (ex art. 5.101) - Conditions for the Conclusion of a Contract 63

(1) A contract is concluded if: 64

(a) the parties intend to be legally bound, and 65

(b) they reach a sufficient agreement 66 without any further requirement. 67

Article 2.103 (ex art. 5.103) - Sufficient Agreement 71

(1) There is sufficient agreement if the terms: 72

(a) have been sufficiently defined by the parties so that the contract can be enforced, or 73

(b) can be determined under these Principles. 74

(2) However, if one of the parties refuses to conclude a contract unless the parties have agreed on some specific matter, there is no contract unless agreement on that matter has been reached.

§33 Certainty

(1) Even though a manifestation of intention is intended to be understood as an offer, it cannot be accepted so as to form a contract unless the terms of the contract are reasonably certain. (2) The terms of a contract are reasonably certain if they provide a basis for determining the existence of a breach and for giving an appropriate remedy. (3) The fact that one or more terms of a proposed bargain are left open or uncertain may show that a manifestation of intention is not intended to be understood as an offer or as an acceptance.

§34 Certainty and Choice of Terms; Effect of Performance or Reliance

(1) The terms of a contract may be reasonably certain even though it empowers one or both parties to make a selection of terms in the course of performance. (2) Part performance under an agreement may remove uncertainty and establish that a contract enforceable as a bargain has been formed. (3) Action in reliance on an agreement may make a contractual remedy appropriate even though uncertainty is not removed.

§ 204 Supplying an Omitted Essential Term When the parties to a bargain sufficiently defined to be a contract have not agreed with respect to a term which is essential to a determination of their rights and duties, a term which is reasonable in the circumstances is supplied by the court.

Article 432. The Basic Provisions on the Conclusion of a Contract

1. The contract shall be regarded as concluded, if an agreement has been achieved between the parties on all its essential terms, in the form proper for the similar kind of contracts. As essential shall be recognized the terms, dealing with the object of the contract, the terms, defined as essential or indispensable for the given kind of contracts in the law or in the other legal acts, and also all the terms, about which, by the statement of one of the parties, an accord shall be reached. 2. The contract shall be concluded by way of forwarding the offer (the proposal to conclude the contract) by one of the parties and of its acceptance (the acceptance of the offer) by the other party.