Differences between public contract and public offer. Legal advise

Currently, business is actively developing on the Internet, especially related to the scope of start-up projects, retail trade and the provision of services. Therefore, in these market segments it is rather difficult today to find a business that would not be represented by its own website or web page on the Internet.

If a website is not only a “business card” for a business, but is primarily used to promote various strategies for selling goods and services, then such a website should also be filled with certain legal documents.

Of course, it all depends on the specifics of a particular business. However, in this case we are talking about a public offer or contract. Such documents set out the rules for the operation of the website, the conditions for making a purchase of the goods or services offered, their payment, information on the ownership of rights to intellectual property rights.

Public contract and public offer: differences

Entrepreneurs who do business on their own, and even those who do not have a specialized legal education, know from practice that the conclusion of any commercial transaction is connected by law with one circumstance, namely, that the parties have reached agreement on all essential conditions.

Our clients often ask us to clarify, what are the essential terms of a public offer contract? However, many of them do not see the difference between the public offer and the public contract, considering them as one legal category.

In order to understand that the public offer and the public contract are not the same, there is no need to receive a specialized education or take a course in studying civil law. Even from the content of these legal categories it is clear that they are different, and how they are related.

An offer is a proposal to conclude a contract, that is, a stage at which the parties may have intentions to agree on a deal, but legal relations have not yet arisen.

In turn, the contract is the stage of relations between the counterparties when the offer is accepted and the contract is concluded.

But, despite the fundamental differences between the offer and the contract, the key feature of both – the offers to conclude the contract and the contract itself – is the existence of essential conditions in them, based on the requirements of the law for certain types of contractual obligations.

When preparing these documents for the purpose of placing them on websites, one should also take into account their peculiarity, that is, their legal nature. This is not a classic offer or contract, but a public one, addressed to anyone who is interested in accepting them.

Moreover, if we talk about a public offer and a public contract not as legal categories, but only as documents that are intended to be posted on websites, the differences between them will not be so significant. A proposal to conclude an agreement laid out on a website may, under certain circumstances, have legal consequences. In particular, the actions of the consumer, indicating the acceptance of such an offer, may have the effect of concluding a contract.

Artur Nonko, Ph.D., managing partner of “Legal Consulting Center”

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