Acceptance

Acceptance is the expression of agreement to an offer. In Swiss law, a contract arises when the parties reach mutual consent on the essential terms, assessed through declarations and conduct interpreted in good faith. Acceptance may be express, implied by conduct or, in limited circumstances, inferred from silence where prior dealings, custom or the nature of the transaction justify it. If the response changes material terms, it is usually a counter-offer rather than an acceptance. Timing matters: late acceptance may fail unless treated as effective by the offeror. For cross-border contracts, questions such as receipt, electronic communication and standard terms can determine whether and when acceptance becomes legally effective.