The letter of commitment itself is also a type of agreement, but it is generally a unilateral commitment. Of course, a unilateral commitment does not mean that it is ineffective, and it will still be effective as long as it meets the conditions stipulated by law.
A letter of commitment is actually a type of contract, and of course it has legal effect. However, a valid letter of commitment must meet the following three conditions at the same time:
1. It is the true intention of the parties reflect. The content of the commitment letter should be the expression of the parties’ true inner intentions and cannot be forced, threatened, induced, deceived, etc.
2. There is no violation of relevant legal provisions; the content of the commitment letter must comply with the provisions of the law and cannot violate the prohibitive provisions of laws or administrative regulations, otherwise the commitment letter may be invalid.
3. No infringement of the interests of others. The promisor can only dispose of things that he has the right to dispose of, and cannot infringe on the legitimate interests of others.
In short, whether a letter of commitment has legal effect mainly depends on whether the letter of commitment meets the above three conditions. Of course, in practice, a letter of commitment is valid and protected by the law only if it expresses the true will of the parties and does not violate relevant legal provisions or infringe on the interests of others.
1. Requirements for a commitment to be effective
The commitment must be made by the offeree. Offers and promises are relative human behaviors. Therefore, acceptance must be made by the offeree. Even if any third party other than the offeree knows the contents of the offer and expresses his consent to it, it cannot be regarded as an acceptance. The offeree usually refers to the offeree himself, but also includes his authorized agent. Whether it is the former or the latter, their commitments are equally valid.
The commitment must be made within the effective time. An offer is only valid during its existence, and a contract is established once the offeree accepts it, so the acceptance must be made within this period. If the offer does not specify a duration, between interlocutors, the acceptance shall be made immediately; between non-interlocutors, the acceptance shall be made within a reasonable period (Article 23 of the Contract Law). Any acceptance made after the expiration of the duration of the offer is a late acceptance and does not have the effect of an acceptance and shall be regarded as a new offer (Article 28 of the Contract Law). However, if the offeree makes an acceptance during the duration of the offer, and the offeror can reach the offeror within a certain period of time under normal circumstances, but if the acceptance is late due to transmission failures such as telegraph failure, misdirected letter, etc., this is a special lateness. In this special case of lateness, the promisor could have expected that the contract would be established due to timely commitment. According to the principle of good faith, the offeror should have a notification obligation, that is, promptly notify the promisor of the lateness of the promise. If there is no delay in notifying this, the commitment will be deemed not to be late and the contract will be established (Article 29 of the Contract Law).
The lateness of the promise is a kind of factual notification. It is sufficient for the offeror to notify the promisor of the lateness, and it becomes effective upon dispatch. The risk of non-arrival is borne by the promisor. If A makes an offer to B, B's promise is exceptionally late. If A fails to provide B with a late notice for this promise in accordance with the law, the contract is established; if A sends a late notice to B, but B does not receive it due to a communication failure, the contract is not established. The so-called timely delivery means that it is sent without delay within the scope of the situation and in accordance with the care of the good administrator. When promising to use express delivery tools, in principle, the notification of lateness must also be made using a fairly correct method. The obligation to notify when a promise is late is not a real legal obligation, but a non-real obligation. Violation of it will not result in liability for damages.
Commitments shall be made in the form of notification, except where it is indicated by transaction practices or offers that commitments can be made through conduct (Article 26, paragraph 1, of the Contract Law). The act mentioned here usually refers to the act of performance, such as paying the price in advance, shipping the goods, or starting work on the construction site.
The commitment must be completely consistent with the content of the offer. That is, acceptance must be an unconditional acceptance of all conditions of the offer.
According to this, any "promise" made by a third party to the offeror; any promise that exceeds the specified time (some are also called "late promises"); and any promise whose content is inconsistent with the offer, are not valid promises. Rather, a new offer or counter-offer must be accepted by the original offeror before a contract can be established. As for the requirements for a commitment to be valid, countries in civil law systems have stricter requirements. Those that do not meet the above three requirements will not be valid. The laws of common law countries have adopted a relatively flexible attitude towards this. For example, the Uniform Commercial Code of the United States stipulates that in an offer between businessmen, unless the offer clearly stipulates that no conditions may be attached to the acceptance or the attached terms significantly modify the offer, the offeree shall attach certain conditions to the acceptance. Terms, commitments remain valid.
Commitments can be made in writing or verbally. Usually, it must correspond to the manner of the offer, that is, how the offer is made, and how the acceptance should also be made. Regarding the acceptance of an oral offer, unless the offer has a time limit, silence cannot be used as a form of acceptance. The effectiveness of the acceptance is manifested in the fact that the contract is established when the offeror receives the offeree's acceptance. A verbal promise becomes effective when the offeror understands it. The time when a non-verbal commitment becomes effective shall be when the notice of commitment reaches the offeror. It is generally believed that an acceptance, like an offer, may be withdrawn before or at the same time as it is delivered to the other party. However, a late notice of withdrawal of a commitment will not have the effect of withdrawing the commitment.
II. Sample Letter of Commitment
To ________ Company:
I, _________ Company (hereinafter referred to as our company), in accordance with Document No. _______ Approved for the development and construction of the ______ project, our company has settled the accounts according to your request. The ______ branch of the bank where I opened the account has agreed to receive payment of RMB ______ million for our company by issuing a fund locking letter. Our company agrees to display and pay ______ service fees.
Our company guarantees that the business licenses, relevant project approval documents, and bank officials’ identity certificates and employment documents provided are authentic, valid, legal, verifiable, and verifiable, and they are legal operators. Our company guarantees that both parties A and B will enter the bank on time within two days after signing the contract, and that the bank fund lock letter issued by the bank where the account is opened is a bank act, true, valid, and compliant with the law.
After both parties sign the agreement, the enterprise can pay the employer an initial service fee of ______ ten thousand yuan. After you arrive at the company's location, you will arrange for someone to open a personal account at a bank of your choice and deposit RMB 10 million (mainly for bill payments). We will immediately pay the service fee of RMB ______ million, and then in accordance with the agreement signed by both parties. Enter the bank within the time to start the operation.
If the operation cannot continue due to reasons between our company and my receiving bank, our company will assume all economic responsibilities and waive all recourse requirements and litigation rights.
Hereby pledge
Commitment unit (seal):
Legal representative or person in charge (signature):
xx year xx month xx
To sum up, a personal commitment letter is generally legally binding as long as it does not violate the relevant legal provisions and does not infringe on the interests of others.
Legal basis:
Article 55 of the Civil Code
Civil legal acts shall meet the following conditions:
(1) ) The actor has corresponding capacity for civil conduct;
(2) The expression of intention is true;
(3) It does not violate the law or social public interests.