Unofficial translaction
However, if by virtue of the provisions of the offer, practices or customs established between
the parties, the addressee may, without notice to the offeror, indicate that he accepts by
commencing performance of and act, the acceptance shall then take effect at the time where that
act is performed.
ARTICLE 245-The reply to an offer meant to be an acceptance thereof, but containing
additions, limitations or other amendments shall mean rejection of the offer and constitute a
counter-offer.
However, the response which is meant to be an acceptance but contains additional or different
elements, which do not substantially alter the terms of the offer,shall constitute an acceptance,
unless the offeror, without undue delay, disagrees with such elements. If he fails to do so, the
terms of the contract shall be those of the offer with amendments contained in the acceptance.
ARTICLE 246- The acceptance time limit fixed by the offeror shall take effect at the time the
offerisexpressed. Thedateindicatedin the offer shall be presumed to be the date of its
transmission, unless circumstances indicate otherwise.
ARTICLE 247-Acceptance may be revoked unless the revocation reaches the offeror at the
latest at the time when the acceptance would have taken effect.
ARTICLE 248-The contract may be validly concluded even if the parties defer determination
of a condition to subsequent agreement or to a third party.
The existenceof the contract shall not be compromised due to failure of agreement by the parties
or the absence of a decision of third partiesif, under the circumstances and the intention of the
parties, such clause is determinable.
ARTICLE 249-The parties shall negotiate freely and shall not be held liable if they do not
reach an agreement.
However, the party that conducts or terminates negotiations in bad faith shall be liable for the
prejudicesuffered by the other party.
The party that startsorcontinuesnegotiationswithout any intention of reaching anagreement is
inbad faith.
TITLE III: OBLIGATIONS OF THE PARTIES
CHAPTER I: OBLIGATIONS OF THE SELLER
ARTICLE 250–The seller undertakes to deliver goods and remit, if possible, documents and
accessories necessary to their use, upon proof of purchase andacceptance of delivery, under the
conditions set forth in the contract and this Book,.
OHADA / Uniform Act / Unofficial Translations
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