Lumini și umbre în consimțirea unei vânzări: de la promisiune la pact de opțiune
Lights and shadows when consenting to a sale contract: from the sale promise to the option agreement

Summary/Abstract: The paper aims at emphasizing the regulation from the New Civil Code (Law no.287/2009) concerning the unilateral promiseto buy/ to sell and the bilateral sale promise(pre-contracts). We notice that the New Civil Code (NCC) broadly preserves the perspective existing before its entering into force concerning the unilateral promiseto buy/to sell, as well as the bilateral sale promise. It is noted that the legislator expressly and clearly regulates these institutions (article 1279 NCC, article 1669 NCC, article 1670 NCC). The code regulates now the possibility of the court, faced with promissory’s refuse to conclude the sale contracte (promissory buyer/seller), to decide (upon the request of the beneficiary of the sale promise) that the sale contract is concluded by sustituting the consent of the refusing party (the judgement decision being the deed of sale)and the court could rule on the matter only within the specific limitation period of 6 monthes. In this paper, we emphasize the perspective of NCC referring to the first option choice agreement; at present, when we refer to the option agreement, we take into account the conventional preemption right, which can be exercised based on the provisions in article 1730 and the following of NCC. The paper discusses aspects concerning the regulation of a new institution, the option agreement, related to sale contract, as an institution in its own right, with its own features, different from the sale promises as pre-contracts and from the sale contract.

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