discussion 4

Week 4 Discussion

Q: Baron contracted in writing to purchase a piece of land from Weil for $35,000. Before the sale was completed, Weil died. Must Weil’s executor go through with the sale?

• Read Chapter 12
• List and define all the elements.
• You can share/ post the link to the article in your discussion, share a YouTube video, or post both elaborating on the topic. However, these sources will only count as additional sources, not external ones like articles, professional journals, peer-reviewed articles, news media publications, government websites, etc. Do not use Wikipedia and other related sources.
• Note: Grading will be based on the quality and logic of the discussion and not necessarily on the word count. Please ensure that all references follow the APA 7th edition guide (Please provide at least one external source= 2 points.)

Goldman | Sigismond
9e
1
CHAPTER
12
Transfer of Contract
Rights and Duties
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
Learning Objectives
➜ Distinguish between the transfer of a
right and the transfer of a duty.
➜ Describe the result that occurs once a
party legally transfers his or her
rights under a contract.
➜ Describe the result that occurs once a
party legally transfers his or her
duties under a contract. →
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.2
Learning Objectives
➜ Enumerate those rights and duties
that cannot legally be transferred
without consent.
➜ Recall the formalities required to
transfer rights and duties.
➜ Indicate when rights and duties are
automatically transferred by law.
➜ Identify the legal effect of a general
assignment.
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12.3
Transfer of Rights and Duties
➜ Once two parties enter into a legally
enforceable contract, they acquire
certain rights and assume certain
duties (obligations) under the terms
of their contract.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.4
Assignment and Delegation
➜ Common law of contracts.
➜ Article 2 of the UCC.
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12.5
Assignment—Transfer of Rights
➜ Assignment: transfer of contract
rights from one person to another.
➜ Assignee: one to whom a contract
right is transferred.
➜ Obligor: one obligated to pay money
or complete an act for another under
a contract.
➜ Assignor: one who transfers a
contract right to another.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.6
Assignment of Rights
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12.7
Rights of the Assignee
➜ When rights are assigned, the
assignee has the same rights that the
assignor had.
➜ The assignor does not guarantee that
the obligor will perform after the
assignment is made.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.8
Notice of Assignment
➜ A notice of assignment may be oral or
written.
➜ If the original contract was required
to be in writing under a state’s statute
of frauds, the assignment must also
be in writing. →
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.9
Notice of Assignment
➜ Once a valid assignment of rights has
been made, it becomes effective
immediately.
➜ Legally, giving notice is not required.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.10
Consequences of Lack of Notice
1.
Full performance before being
notified of an assignment releases
the obligor from any legal
obligation to the assignee.
2. Part performance before receiving
notice of an assignment reduces the
obligor’s responsibility to the
assignee.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.11
Notice of Assignment
➜ After a notice of assignment is
received, the obligor must pay or
perform for the assignee.
➜ An assignor may either mistakenly or
fraudulently assign the same right to
two different people. Which assignee
has better rights?
➜ New York Rule.
➜ English Rule.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.12
Delegation—Transfer of Duties
➜ Delegation: transfer of performance
of one’s duty under a contract to
another.
➜ Obligee: person to whom a
contractual duty is owed.
➜ Novation: a substitution of parties
within a contract.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.13
Delegation of Duties
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12.14
Rights and Duties That
Cannot Be Transferred
➜ The right to receive a person’s
services cannot be assigned without
the consent of that person.
➜ Contract obligations that require a
special skill or knowledge or that
involve personal trust and confidence
may not be delegated without
permission. →
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.15
Rights and Duties That
Cannot Be Transferred
➜ If the parties include a strongly
worded statement in their contract
prohibiting an assignment without
consent.
➜ If the assignment is against public
policy or is otherwise illegal.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.16
Formalities Required for
Assignments
➜ Any oral or
written
words that
clearly
indicate a
person’s
intent to
make an
assignment
are
sufficient.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.17
Formalities Required for
Assignments
➜ Consideration is not required to have
a valid assignment.
➜ If the assignee gives no
consideration, the assignment is
based on a gift.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.18
Formal Assignment
➜ A formal
notice of
assignment.
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12.19
Legal Effect of a
General Assignment
➜ When a contract is transferred to a
third party but contains only
language of assignment, this wording
creates both an assignment of rights
and a delegation of duties.
➜ The UCC fully supports this.
Copyright ©2014 Cengage Learning. All Rights Reserved. May not be scanned, copied or duplicated, or posted to a publicly accessible website, in whole or in part.
12.20