New Turkish Code Of Obligations: Obligations arising by Contract

Conclusion of the contract

Mutual expression of intent

In general

The conclusion of a contract requires a mutual expression of intent by the parties.

The expression of intent may be express or implied.

Secondary terms

Where the parties have agreed on all the essential terms, it is presumed that the contract will be binding notwithstanding any reservation on secondary terms.

In the event of failure to reach agreement on such secondary terms, the court must determine them with due regard to the nature of the transaction.

The foregoing is subject to the provisions governing the form of contracts.

Offer and acceptance

Offer subject to time limit

A person who offers to enter into a contract with another person and sets a time limit for acceptance is bound by his offer until the time limit expires.

He is no longer bound if no acceptance has reached him on expiry of the time limit.

Offer without time limit

In the parties’ presence

Where an offer is made in the offeree’s presence and no time limit for acceptance is set, it is no longer binding on the offeror unless the offeree accepts it immediately.

Contracts concluded by telephone are deemed to have been concluded in the parties’ presence where they or their agents communicated in person.

In the parties’ absence

Where an offer is made in the offeree’s absence and no time limit for acceptance is set, it remains binding on the offeror until such time as he might expect a reply sent duly and promptly to reach him.

He may assume that his offer has been promptly received.

Where an acceptance sent duly and promptly is late in reaching the offeror and he does not wish to be bound by his offer, he must immediately inform the offeree.