Legal regulations on contracts under Vietnamese civil law

1. Concept of contract

According to Article 385 of the Civil Code, a Contract is an agreement between the parties on establishing, changing or terminating civil rights and obligations.

2. Proposal to enter into a contract

a. An offer to enter into a contract is a clear expression of the offeror's intention to enter into a contract and to be bound by this offer to the identified party or to the public (hereinafter referred to as the offeree).

b. In case the proposal to enter into a contract clearly states the response time, if the proposal party enters into a contract with a third party during the time waiting for the offeree to respond, it must compensate for damages.

3. Information in contract conclusion

a. In case one party has information that affects the other party's acceptance of the contract, it must notify the other party.

b. In case a party receives confidential information from the other party during the contract conclusion process, it is responsible for keeping the information confidential and must not use that information for its own purposes or for other illegal purposes.

c. Any party that violates the provisions of Clause 1 and Clause 2 of this Article and causes damage must compensate.

4. Time of effective contract proposal

The effective time of the proposed contract is determined as follows:

a) As determined by the proposing party;

b) If the offeror does not specify, the offer to enter into a contract shall take effect from the time the offeree receives the offer, unless otherwise provided by relevant laws.

The following cases are considered to have received an offer to enter into a contract:

a) The request is sent to the place of residence, if the proposed party is an individual; sent to the headquarters, if the proposed party is a legal entity;

b) The proposal is entered into the official information system of the proposed party;

c) When the offeree learns of the offer to enter into a contract through other means.