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)

Ang pagsang-ayon ay maihahayag kapag nagkasundo ang bawat partido at tinanggap na ang mga bagay na magiging paksa ng kasunduan. Ang pag-aalok ay dapat na tiyak at naaayon sa kontrata. Ang pag-aalok na may bisa ay dapat may unawaan 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.

Discussion:

Consent in contracts is giving of one’s 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.

Character of the Offer- 1) certain, 2)definite and 3)concrete and and Acceptance 1)Absolute and 3)Not conditional

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.

Case Illustration: Silverio Q. Cornejo vs. Manuel B. Calupitan, D.B. Castaneda, and Eustacio Barrera

 

Article 1320

An acceptance may be express or implied.

Ang pagtanggap ay maaaring kung ito sa sa pamamagitan ng sulat o pamamagitan ng salita or sa pamamagitan ng pagbabayad.

1. Forms of Acceptance

Acceptance may be:

1. Express (art.1320)
2. Implied (art. 1320) from conduct, or acceptance of unsolicited services.
3. Presumed ( by law) as when there is failure to repudiate hereditary rights within the period fixed by law ( See Art. 1057, Civil Code); or when there is SILENCE in certain specific cases as would tend to mislead the other party, and thus place the silent person in estoppel.
4. Examples of Implied Acceptance
5. An offer by the Army to reward persons giving information that would lead to the apprehension of certain Huks may be considered implicitly accepted when the act referred to it is performed by members of the public.
6. In the same way, participation in a contest, with full compliance of its rules, is implied acceptance of the offer. Thus, on one occasion, the Supreme Court has said that “due to the fact that the bank started, and advertised the contest offering prizes, under certain conditions and the plaintiff prepared, by labor and expense, and took part in said contest, the bank is bound to comply with its promise made in the rules and conditions prepared and advertised by it.”

Article 1321

The person making the offer may fix the time, place, and manner of acceptance, all of which must be complied with. (n)

Ang taong nagsusulong ng kontrata ang siyang maaaring magtalaga ng oras, lugar at paraan ng pagtanggap, at lahat ay kinakailangang sundin.

Discussion:

The acceptance must be made known to the offeror before the lapse of the fixed period.  If the acceptance was made after the fixed period, it is not a legal acceptance anymore.  What happens then is that it becomes an offer (made by the previous offeree) which may or may not be accepted by the original offeror (which becomes the offeree).

In terms of the manner of acceptance, the offeror may require that the acceptance be done by letter, personal communication, or through a representative.

Acceptance which was not made in the manner fixed by the offeror constitutes a counter-proposal which extinguishes the offer and may not be accepted by the original offeror.