Hereby Enter Into This Agreement

Legal considerations. The word must be used with care, because the legal effect could be involuntary: in countries under Roman law, the conclusion of a sale (i) requires a « valid title » (or legal reason) for the transfer of rights or property, such as the agreement of the parties to a sale or licence, (ii) a « patrimonal agreement » for these rights or assets to be effectively transferred. and (iii) the completion of transfer formalities in accordance with existing legislation. For the actual transfer, the applicable legal formalities must be completed; it may be a notarized transcript (for shares or land) or simply the delivery of the product. As a general rule, the provision containing the word would apply under the applicable law as a title (valid) for the transfer (i.e. the requirement (i)) and may also embody the conjugal agreement (i.e. the requirement (ii) ]. The criterion of the division of the EU is whether a) the marriage agreement is a separate transfer obligation or b) if it « resides » already in the requirement of the agreement of the party on the title (valid). The first teaching (a) considers interparty consent as an element and requires an additional act (possibly reflected in the same contract) for the erga omnes effect. This option is found in Germany, the Netherlands, Scotland and Greece.

The second lesson (b) would require that the transfer of ownership be subject, in one way or another, to the payment of the purchase price. This second doctrine is found in France, England, Italy, Belgium and Luxembourg and is elaborated in one way or another. Similarly, the legal effect or consequences of the law sold varies from jurisdiction to jurisdiction: a « cause and effect system » is in place in all European countries except Germany. This means that in the event of defects in the sales consensus (i.e. in the above requirement (i), the entirety of the transfer, including any subsequent transfer acts by one of the parties, is affected. Under the denominator of the « abstract system », German law only allows such deficiencies to influence consensus, while the patrimonal agreement (i.e. the agreement reflected in requirement (ii) and other consequences of a defective sale and transfer are treated differently. This translates into the way in which German law treats property reserve clauses and how a defective sale must be cancelled (i.e. quasi-contractual or restitution, partly based on unjust enrichment).

Editorial practice. In a framework or framework contract, the issue of the property mentioned above would generally be avoided by asserting sales and delivery obligations in an order (in the contract itself). Several jurisdictions require that additional formal requirements be met for the determination of certain (property) rights (for example). B a notarized deed – comparison requirement (iii) above).