Something that is becoming more and more common in newly built apartments and some houses is the name sale. A name sale offers the option for someone who has purchased a property but cannot agree on it, an opportunity to find another buyer to step in and have the contract transferred to their name and settle the settlement. An assignment exists when the buyer assigns its interest in the purchase and sale agreement to another person. An assignee is a completely different natural or legal person. As a seller with a transferred person, be aware that the closure can be another person. What does that mean? The assignee will “put himself in the place” of the buyer, participate in the conclusion and will be bound by the terms of the contract of purchase and sale. The contract of purchase and sale cannot allow an assignment without the consent of the seller. Laidlaw v. The case concerned the sale of residential property by the Laidlaws to Geoffrey Parsonage “and/or Nominee”. Apparently, the intention was to buy the house in the name of a family foundation; the buyer had been described in these terms in order to prevent Mr. Goulding from signing the contract as trustee (i.e., for convenience only). After handling the sale, it turned out that the house was leaking. The trust sued the sellers for their guarantees.
The sellers` defense was that the trust was not a party to the agreement and could not enforce the warranties. An argument that Parsonage acted as the Trust`s representative failed in the High Court and was not challenged. However, the High Court had concluded that the trustees were entitled to the guarantees provided for in Article 4. The report shows that the Laidlaws relied on all principles of law in the above cases (with the exception of Hillyer in Coldicutt v. Keeys). However, the Court of Appeal noted that this line had not been followed, in particular by Rattrays Wholesale Ltd v. Meredyth-Young & A`Court Ltd (17) and Ballance Agri-Nutrients (Kapuni) Ltd v The Gama Foundation. (18) In the above cases, `[t]he use of the words `or nominee` in the contract must be to give the nominee the right to conclude the contract and clause 4 of the special conditions of sale stipulates that the buyer cannot be released from the obligations arising from the contract if he does not do so. It follows from this clause that it is presumed that the agent will assume the obligations of the buyer and conclude the contract. (10) This meaning of Article 10 had already been examined by the English Court of Appeal. In Turner v. Walsh (20), it has been said that a nominee agreement is a document in which a person agrees to act on behalf of another person in certain matters normally related to the legal system.
Often, these questions relate to real estate, but the term could also be applied to other situations. In a way, a nominee agreement is very similar to a power of attorney, but can have a broader or more open scope. A candidate may receive payment for services or agree to conduct someone else`s business out of goodwill. Individuals may have a number of different reasons for looking for a candidate. Celebrities and other well-known people may want to do this to preserve privacy. Others may not be able to do business comfortably due to their geographic location or other issue. Having a candidate makes things easier. “The contract could be considered to be concluded with the claimant as a sole buyer, but as a concession by the seller to the plaintiff to cause novation by designating co-buyers who have agreed to be bound by the terms of the sales note with the plaintiff.” (7) `Where a commitment contained in an act or contract by a person who is appointed, descriptive or entitled to receive subsidies or claims to provide a service which is not a party to the act or contract (whether or not the person exists at the time of the conclusion of the act or contract), the promisor shall be required: to be enforceable against the complaint of this person, to fulfill this promise: “An appointment is only a revocable precursor to a transfer by instruction.
Without addition, it does not confer any contractual rights vis-à-vis the seller or the buyer designated to the nominee. The designated buyer remains the sole party responsible for the payment of the purchase price and the only party entitled to the contract. In the absence of an assignment, contractual obligation or other independent provision, the designation remains revocable until the time of transfer. »; (16) The seller has clearly concluded a contract with the buyer, so that if no other party is named by the buyer, the first position applies. .