SLIDE 2 Article 1319

Consent is manifested by the meeting of the offer and the acceptance upon the thing and the cause which are to
constitute the contract. The offer must be certain and the acceptance absolute. A qualified acceptance constitutes a
counter-offer.

Acceptance made by letter or telegram does not bind the offerer except from the time it came to his knowledge. The
contract, in such a case, is presumed to have been entered into in the place where the offer was made. (1262a)

Explanation

Ang pagsang-ayon ay maihahayag kapag nagkasundo (agreed) ang bawat partido at tinanggap (accepted) na ang mga
bagay (the thing and the cause) na magiging paksa (subject) ng kasunduan. Ang pag-aalok ay dapat na tiyak at ( base
on) naaayon sa kontrata. Ang pag-aalok na may bisa (valid) ay dapat may unawaan (both understanding) sa bawat isa.

Ang pag-aalok na ginawa sa pamamagitan ng liham o telegrama ay hindi magtatali sa nag-alok maliban kung ito ay
dumating sa kanyang kaalaman. Ang kontrata sa mga ganitong kaso ay ipinagpapalagay na tinanggap kung saang
lugar ito nagawa.

*Certain - known for sure/ no doubt

*Absolute - valid

Consent in contracts is giving of ones conformity to the terms of the contract freely and voluntarily. It is the
concurrence of the minds of the parties on the cause and subject matter which will constitute the contract, as well as on
the other conditions and terms thereof to which they voluntarily binds themselves to comply. Consent may be expressly
or implied.

SLIDE 3

Consent is the conformity or concurrence of wills (offer and acceptance) and with respect to contracts, it is the
agreement of the will of one (1) contracting party with that of another or others, upon the object and terms of the
contract.

SLIDE 4

OFFER - Is a proposal made by one (1)party (offerer) to another (offeree), indicating a willingness to enter into a
contract. It is more than an expression of desire or hope. It is really a promise to act or to refrain from acting on
condition that the terms thereof are accepted by the person to whom it is made.

SLIDE 5

1. The offer must be certain or definite so that liability ( or the rights) of the parties may be exactly fixed because
it is necessary that the acceptance be identical with the offer to create a contract without any further act on the
part of the offeror ( discuss slide 7 for examples)
2. (1) is an example of plain offer. It doesnt discuss any more details (2) is an example of a certain offer because it
includes detailed infos about the thing being offered, cost and terms of payment to the offeree. It will be left to
the offeree the determination of accepting the offer.
3. The offer must be seriously intended and concrete an offer made in jest or in anger or emotional upset or in
any way indicating that the same was not seriously intended is not a valid offer.
Example:
S, intending to play a joke, offered his expensive watch P50,000 to B who knew the value of the watch, P500.
There is no valid offer.

But lack of serious intent to enter a contract where such a condition was not apparent to the offeree who
honestly believed that the offer was seriously intented, does not invalidate the offer.

Example: continue

But if S offered his watch for P30,000 to B who did not realize that S was joking and accepted the seemingly
serious offer, there is a true meeting of the minds resulting in the existence of a binding contract of sale.

SLIDE 9 Meaning of acceptance

Contract is consist of an offer and acceptance
Acceptance of an offer must be clear, absolute .unconditional or unqualified
It must be identical in all aspects with that of the offer so as to produce consent or meeting of the minds
SEE SLIDE no. 10 for example
Qualified acceptance as when it is subject to condition, it merely constitutes a counter offer which in
law, is considered aa rejection of the original offer and attempt by the parties to enter into a contract on
the different basis
- Accepted absolutely in order that there will be a contract.

The acceptance made the party to an offer was made, binds the offeror only from the time the offeror came to
know of the acceptance. The law pressumes that the contract was perfected at the pace where the offer was
made, the place of origin of the conception of the contract.

Term to remember

*manifestation - A manifestation is the public display of emotion or feeling, or something theoretical made real.

*Qualified - not complete or absolute; limited.

*Unconditional - not subject to any conditions.

ART 1320 - An acceptance may be express or implied

Terms
Acceptance - the action of consenting to receive or undertake something offered. (pagtanggap)
Express - convey (a thought or feeling) in words or by gestures and conduct.
Demonstrate, reveal (ipahayag)
Implied - suggested but not directly expressed; implicit.( ipinapahiwatig)

Form of acceptance of offer

- An express acceptance in the form of a promise to pay certain amount or to do something may be
oral or written. An implied acceptance is one that is inferred from act or conduct
Example :

X promises to pay Y P1,000 for repairing his refrigerator and making it run again. only X has
promised to do something. By doing the requested act, Y accepts the offer
 If Y accepts the offer by promising to do the requested act, a bilateral contract results. There are
promises on both sides.

ART 1321 - the person making the offer may fix the time, place and the manner of acceptance , all
of which must be complied with.

The person making the offer has the right to prescribe the time, the place and the manner of
acceptance, all of which must be complied with.

Communication of the offer

The offer must be communicated and received by the offeree. It may be by letter , telephone, e-mail or
the like. It may be express or implied by the language or acts of the offeror understood as such by the other
party.

ART 1322
An offer made through an agent is accepted from the time acceptance is communicated to him.

Communication of the acceptance

1. to offerer the acceptance must be absolute

- the other requisite is that the acceptance must be communicated to the offerer
acceptance express or implied subject to the terms of the offer.
2. to agent by legal fiction, an agent is considered an extension of the personality of his principal
-if duly authorized, the act of the agwnt is , in law is the act of the principal

ART 1323 - An offer becomes in effective upon the death , civil interdiction, insanity
or insolvency of either party before acceptance is conveyed (naisagawa)
civil interdiction - A legal restraint upon a person incapable of managing his estate, because of mental
incapacity, from signing any deed or doing any act to his own prejudice, without the consent of his curator or
interdictor.

Insolvency - inability to pay one's debts.

OTHER GROUND WHICH RENDER OFFER INEFFECTIVE

- Failure to comply with the condition of the offer as to time , place and manner of payment
- Expiration of the period fixed in the offer for acceptance
- The destruction of the thing due before acceptance
- Rejection of the offer prevent the creation of a contract.