BUSINESS LAW

TUTORIAL 7

Case studies:

A receives an offer from B about U-type fertilizer products at the unit price of VND 220,000/kg with a
number of other major contents of the contract (signed in the future). The offer stated is valid until March
30, 2020. On March 29, 2020, B received a fax regarding the acceptance to sign a contract to buy the
shipment as stated in the offer. B agrees to sell the shipment as stated but the selling price is VND
230,000/kg. A faxes to B that the contract has been signed and that the price adjustment of B is
unfounded

Question: Does Party B have the right to adjust the price of the above shipment?

Answer:

In this case, the offer from party B is considered as a contracting proposal, and the proposal has included
the purchase contract. Therefore, according to Article 389 in Civil Code 2015:

1. An offeror may modify or withdraw an offer to enter into a contract in the following cases:

(a) The offeree receives notice of modification or withdrawal of the offer prior to or at the same time as
receipt of the offer;

(b) The offeror clearly specified the circumstances in which the offer could be modified or withdrawn and
such circumstances have in fact arisen.

2. When the offeror modifies the contents of the offer, it shall be a new offer.

Therefore, party B is only allowed to change the price of shipment when the contracting request specifies
condition for change. Without this condition, party B does not have the right to change the content of the
offer and must fulfil the commited obligation.