The New Chinese Contract Law and the UNIDROIT Principles:A Brief Comparison Revocation of an offer:Article 2.4 of the UNIDROIT Principles and Articles 18 and 19 of the new Contract Law set forth the same rule.An offer may be revoked if the revocation reaches the offeree before it has dispatched an acceptance.It may not be revoked if (1)the offeror indicates a fixed time for acceptance or otherwise explicitly states that the offer is irrevocable;or (2)the offeree has reasons to rely on the offer as being irrevocable and has made preparation for performing the contract. Meaning and form of acceptance:Article 2.6 of the UNIDROIT Principles and Articles 21,22 and 26 of the new Contract Law are the same in content.Both stipulate that acceptance is a statement made by the offeree indicating assent to an offer Unless based on usages or if the offer indicates that the offeree may indicate assent by its conduct,acceptance shall be by means of notice. Time of acceptance:the stipulations of Article 2.7 of the UNIDROIT Principles and Article 23 of the new Contract Law are similar in general,differing slightly only with respect to oral offers.The former stipulates that "an oral offer must be accepted immediately unless the circumstances indicate otherwise," whereas the new Contract Law reads that "[i]f the offer is made orally,acceptance shall be indicated immediately except as other- wise agreed upon by the parties.' Time limit for acceptance:again,the new Contract Law and the UNIDROIT Prin ciples are essentially the same.Both Article 2.8 of the UNIDROIT Principles and Article 24 of the new Contract Law stipulate that "where the offer is made in a letter or a telegram,the time limit for acceptance commences from the date shown in the letter or from the moment the telegram is handed in for dispatch.If no such date is shown in the letter,it commences from the date shown on the envelope.Where an offer is made by means of instantaneous communication,such as telephone or facsimile,the time limit for acceptance commences from the moment that the offer reaches the offeree." The one (slight)difference between the new Contract Law and the UNIDROIT Prin ciples is that the latter provide more detailed rules on such matters as holidays and non-business days,whereas the new Contract Law contains no such provisions. Article 2.8(2)of the UNIDROIT Principles stipulates that "official holidays or non-business days occurring during the period for acceptance are included in calculating the period.However,if a notice of acceptance cannot be delivered at the address of the offeror on the last day of the period because that day falls on an official holiday or a non-business day at the place of business of the offeror,the period is extended until the first business day which follows." The reason why the UNIDROIT Principles go into such detail in this matter is that they are intended to apply in wide range of countries and that each country may look at such matters differently,so the more detail the better.In China,the matter of official holidays or non-business days occurring within the time limit is covered by Article 154 of the General Principles of Civil Law,so there is no need to repeat it in the new Contract Law. Rev.dr.unif.2000-3 433The New Chinese Contract Law and the UNIDROIT Principles : A Brief Comparison Rev. dr. unif. 2000-3 433 Revocation of an offer: Article 2.4 of the UNIDROIT Principles and Articles 18 and 19 of the new Contract Law set forth the same rule. An offer may be revoked if the revocation reaches the offeree before it has dispatched an acceptance. It may not be revoked if (1) the offeror indicates a fixed time for acceptance or otherwise explicitly states that the offer is irrevocable; or (2) the offeree has reasons to rely on the offer as being irrevocable and has made preparation for performing the contract. Meaning and form of acceptance: Article 2.6 of the UNIDROIT Principles and Articles 21, 22 and 26 of the new Contract Law are the same in content. Both stipulate that acceptance is a statement made by the offeree indicating assent to an offer. Unless based on usages or if the offer indicates that the offeree may indicate assent by its conduct, acceptance shall be by means of notice. Time of acceptance: the stipulations of Article 2.7 of the UNIDROIT Principles and Article 23 of the new Contract Law are similar in general, differing slightly only with respect to oral offers. The former stipulates that “an oral offer must be accepted immediately unless the circumstances indicate otherwise,“ whereas the new Contract Law reads that “[i]f the offer is made orally, acceptance shall be indicated immediately except as other￾wise agreed upon by the parties.“ Time limit for acceptance: again, the new Contract Law and the UNIDROIT Prin￾ciples are essentially the same. Both Article 2.8 of the UNIDROIT Principles and Article 24 of the new Contract Law stipulate that “where the offer is made in a letter or a telegram, the time limit for acceptance commences from the date shown in the letter or from the moment the telegram is handed in for dispatch. If no such date is shown in the letter, it commences from the date shown on the envelope. Where an offer is made by means of instantaneous communication, such as telephone or facsimile, the time limit for acceptance commences from the moment that the offer reaches the offeree.“ The one (slight) difference between the new Contract Law and the UNIDROIT Prin￾ciples is that the latter provide more detailed rules on such matters as holidays and non-business days, whereas the new Contract Law contains no such provisions. Article 2.8(2) of the UNIDROIT Principles stipulates that “official holidays or non-business days occurring during the period for acceptance are included in calculating the period. However, if a notice of acceptance cannot be delivered at the address of the offeror on the last day of the period because that day falls on an official holiday or a non-business day at the place of business of the offeror, the period is extended until the first business day which follows.“ The reason why the UNIDROIT Principles go into such detail in this matter is that they are intended to apply in wide range of countries and that each country may look at such matters differently, so the more detail the better. In China, the matter of official holidays or non-business days occurring within the time limit is covered by Article 154 of the General Principles of Civil Law, so there is no need to repeat it in the new Contract Law