本文以《民法典》与《民法典合同编通则解释》中对预约合同的规定为基础，针对预约合同制度存在的分歧问题进行论述。本文主要包括五个部分：第一章首先阐述了预约合同的认定问题。预约合同作为合同的一种，自应具备合同的一般成立要件，即内容具体确定且表明当事人受意思表示的约束。但在区分预约与本约时，如何综合考量这两个要件在学术界与实务界一直存在着主观解释论和客观解释论的争论。学术界主流观点为客观解释论，实务界则采主观解释论。《民法典合同编通则解释》第六条规定须有在将来一定期限内订立合同的约定与约定内容须在主体和标的两方面具有确定性，才能构成预约合同，并且当事人的意思自治优先，采主观解释论。第二章阐述了预约合同的效力问题。学术界对预约合同效力持四种学说：善意磋商说、应当缔约说、内容决定说与视为本约说；由于我国立法缺少强制缔约制度，在司法实践中，善意磋商说为主流观点。依据《民法典合同编通则解释》第七条规定，违反预约合同义务的违约行为，主要表现为拒绝履行预约合同义务与履行预约合同义务违背诚信原则导致本约合同未能订立。违背诚信导致本约合同未能订立是指债务人未遵循诚信原则尽最大努力履行义务，造成本约合同未成立的客观事实。故而，立法者采善意磋商说之观点。第三章阐述了预约合同的违约责任类型。预约合同违约责任应以完全合同责任看待之，不可被缔约过失责任所替代。学术界与实务界对违反预约合同是否适用继续履行救济持肯定说与否定说两种观点。《民法典》第五百八十条与《民法典合同编通则解释》第八条第一款暗示违反预约合同义务的责任承担方式是损失赔偿，不包括继续履行。并且仍需观望未来颁布的强制执行法的相关规定。第四章分析了预约合同的损害赔偿范围，学术界和实务界对此历来有信赖利益说与履行利益说之争。《民法典合同编通则解释》第八条第二款对违反预约合同导致的损害赔偿责任作出了细化规定。预约合同的损害赔偿范围原则上在本约合同的缔约过失责任即信赖利益与本约的违约赔偿责任即履行利益之间，且应根据预约合同所体现的交易成熟度在两者间进行酌定。第五部分为结论。总结以上四部分观点，试图在《民法典》以及《民法典合同编通则解释》的基础上，填充预约合同制度的既有框架，建立预约合同制度体系，形成更加完善的预约合同制度。

The so-called reservation contract refers to a contract that consists of an agreement to enter into a debt contract in the future. The Civil Code has made basic provisions on the specific concepts and responsibilities of reservation contracts, and the new Interpretation of the General Provisions of the Contract Part of the Civil Code issued by the Supreme Court further explains the differentiation of reservation contracts, the determination of breach of contract and damages, and its provisions give a more operational response to how to solve the controversial issues that have arisen in the practical trials. Although the theoretical community for the reservation contract has a long history of research, related works, but in the context of the introduction of new legal provisions, about the reservation contract of the relevant academic theory should be a new analysis and evaluation. Therefore, this paper is based on the civil code and the civil code contract interpretation of the general provisions of the reservation contract, the reservation contract system for the existence of divergent issues for discussion. This paper mainly includes four parts:Chapter I addresses the issue of the identification of the reservation contract. Appointment contract as a kind of contract, should have the general establishment of the contract, that is, the content of the specific determination and show that the parties are bound by the expression of intent. However, in the distinction between the appointment and the contract, how to consider these two elements in the academic and practical circles has been subjective interpretation and objective interpretation of the debate. The mainstream view of the academic community for the objective interpretation of the theory, the practice of the subjective interpretation of the theory. Article 6 of the Interpretation of the General Provisions of the Contract Part of the Civil Code stipulates that there must be an agreement to conclude a contract within a certain period of time in the future, and the content of the agreement must be certain in terms of subject matter and subject matter in order to constitute a contract of reservation, and that party autonomy takes precedence over the subjective interpretation theory.Chapter II deals with the validity of the contract of appointment. Academics hold four doctrines on the validity of the reservation contract: bona fide negotiation, should be contracted, the content of the decision to say and regarded as a contract; due to the lack of mandatory contracting system of China‘s legislation, in judicial practice, bona fide negotiation is the mainstream view. According to the civil code, the interpretation of the general provisions of the contract, article 7, the breach of contractual obligations, mainly for the refusal to perform the contractual obligations and the performance of the contractual obligations of the reservation of the breach of the principle of good faith, resulting in the failure to conclude the contract. Breach of good faith resulting in the failure to conclude the contract means that the debtor does not follow the principle of good faith to fulfill its obligations to the best of its ability, resulting in the objective fact that the contract has not been established. Therefore, the legislator adopts the view of good faith negotiation.Chapter III describes the types of liability for breach of contract in reservation contracts. Liability for breach of the reservation contract should be viewed as full contractual liability and should not be replaced by liability for negligence in contracting. Academics and practitioners hold both affirmative and negative views on whether the remedy of continuation of performance applies to the breach of a reservation contract. Article 580 of the Civil Code and Article 8(1) of the Interpretation of the General Provisions of the Contracts Section of the Civil Code imply that the liability for breach of the obligation of the reservation contract is in the form of damages, excluding the continuation of performance. And it remains to be seen what the relevant provisions of the future enforcement law will be.Chapter IV analyzes the scope of damages of the reservation contract, which has always been disputed by academics and practitioners between reliance interests and performance interests. Article 8, paragraph 2, of the Interpretation of the General Provisions of the Contracts Section of the Civil Code makes detailed provisions on the liability for damages resulting from the breach of the reservation contract. The scope of damages for the reservation contract is in principle between the liability for contractual negligence of the contract, i.e., reliance interest, and the liability for breach of contract, i.e., performance interest, and should be discretionary between the two according to the maturity of the transaction embodied in the reservation contract.In the conclusion, summarizing the views expressed in the above four parts, an attempt has been made to fill in the existing framework of the reservation contract system on the basis of the Civil Code and the Interpretation of the General Provisions of the Contract Part of the Civil Code, to establish the reservation contract system and to form a more perfect reservation contract system.