Third Parties to the Contract Flashcards
In Virginia, every sale of goods where possession is allowed to remain with the seller is void as against…
lien creditors and BFPs who take without notice until the contract or bill of sale is admitted to the record.
Where no real fraud is intended, a subsequent delivery of the goods to the buyer validates the sale as to subsequent creditors and purchasers.
An intended beneficiary is one who…
(1) is identified to the contract;
(2) receives performance directly from the promisor, or
(3) has some relationship with the promisee to indicate intent to benefit.
A third party can enforce a contract only if their rights have vested. Vesting occurs when they:
- Manifest assent to a promise in the manner requested by the parties;
- Bring a suit to enforce the promise; OR
- Materially change position in justifiable reliance on the promise.
Once the third party’s rights vest, the promise and promisee cannot…
vary his rights without his consent.
Assignment occurs when one party…
transfers their rights to a third-party.
Valid assignments must show language of…
manifest intent to immediately and completely transfer rights.
An assignment for value is one that is..
- Done for consideration; or
- Taken as security for or payment of a preexisting debt.
(TRUE/FALSE): Assignments for value cannot be revoked.
TRUE.
Delegation occurs when a party to the contract…
delegates their duties to a third-party.
Valid delegations must manifest…
a present intention to make a delegation.
Novation occurs is when…
the original parties mutually agree to substitute a new party for an original party to the contract.
Novation requires…
the assent of all parties.
(TRUE/FALSE): Novation completely releases the original party who the new party is being substituted for.
TRUE.
