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Civil Law

Explanation of Article 38

Explanation of Article 38

This article addresses the statement of the "binding offer," which is: an offer that cannot be retracted. The article stipulates that the offer is binding in two cases:

  • First: if the "offeror specifies a period for acceptance," meaning: the offeror sets a specific period for responding to his offer. In this case, he cannot retract his offer before the end of this period. For example, if a person says to another: "I am selling you this car for a week," he cannot retract his offer before the end of the week.

  • Second: if the "offer includes an indication that it cannot be retracted," meaning: there is a provision in the offer indicating that it cannot be retracted. For example, if a person says to another: "This offer cannot be retracted," he cannot retract his offer.

It is worth noting that this ruling applies to all types of offers, whether explicit or implicit, written or oral, whether made in the contract session or by message, or through modern means of communication, and whether directed to a specific person or the public.

The consequence of a binding offer is that the offeror cannot retract it, and if he does, his retraction has no legal effect, and the offer remains in effect until it is accepted or lapses.

As for the "lapse of the offer," which is: the disappearance of the offer before it is accepted, it will be discussed in detail in Article (39).

This article is considered one of the most important articles related to offers, as it protects the rights of the other party to whom the offer is directed and provides them with an opportunity to consider the offer before it disappears.

Related To

Article 38

  1. If the contracting parties are in the same place or are in two different places communicating through live communication means, the contract shall be deemed concluded at the time and place where the acceptance is made, unless agreed otherwise.

  2. If the contracting parties are not in each other’s presence, the contract shall be deemed concluded at the time and place where the offeror becomes aware of the acceptance, unless agreed otherwise.