How to deal with the death of one party to the contract?

A contract is an agreement between the parties or both parties to establish, change or terminate a civil relationship. When one party dies, people are concerned about how to deal with the contract. Let me give you a detailed introduction to the legal knowledge about the handling of the death contract of one party to the contract.

Measures to deal with the death of one party to the contract

Case introduction

On June 5438+February 65438+May 2003, Shanghai xxxx Real Estate Co., Ltd. signed a pre-sale contract with Yan to sell a house at Room 03, 23rd floor, Lane 269, Changning Road, Jing 'an District, Shanghai. However, due to strict personal reasons, Yuan Zhong Company has been unable to handle the handover procedures, resulting in having to pay the property fee of the house.

In April, 2007, Yuan Zhong Company learned that Yan was killed in a car accident in the United States, so it sent a lawyer's letter to Yan's legal heirs and Yan twice, urging them to go through the relevant procedures and pay the corresponding amount, but the two heirs have been handling it since then. Yuan Zhong Company appealed to the People's Court of Jing 'an District, Shanghai, requesting that Yan continue to perform the house delivery procedures and property transfer procedures agreed with Yan in the Shanghai Commodity House Pre-sale Contract; Pay the plaintiff the compensation of 8848 yuan for housing area and the property fee of 3 1 169.88 yuan; Pay liquidated damages for property fees and compensation for housing area to the plaintiff * * *, totaling 16552 yuan.

court decision

The People's Court of Jing 'an District of Shanghai held through trial that, according to the contract, the plaintiff should notify Yan in writing to handle the handover formalities 10 days before the handover date. Although the plaintiff sent a written notice on May 7, 2005, the written notice given to an extinct legal subject at this time cannot be regarded as a valid notice. However, after investigation, the delivery period agreed by both parties in the contract was May 3, 20051day, and Yan died on June 65438+1October 15 of the same year. At this time, neither party delayed the performance.

Because Yan's death was not intentional by himself or the plaintiff, it was unpredictable and inevitable; Yan is not a resident of our country, so the plaintiff has no way to know the communication situation of his death and his heirs, and the communication barrier caused by his death cannot be overcome. Therefore, Yan's death is an objective situation that both parties to the contract cannot foresee, avoid and overcome, and it belongs to force majeure.

The Shanghai Jing 'an District People's Court upheld the plaintiff's claim that the two defendants should cooperate with the delivery and transfer procedures of the disputed house, and that the two defendants should pay the property service fee of 927 1.74 yuan and the compensation for the house area of 8,848 yuan from July 2005 to March 2007. The plaintiff's claim for liquidated damages and other remaining parts will not be supported.

After the judgment of the first instance, the plaintiff refused to accept it and appealed to the Shanghai No.2 Intermediate People's Court, then withdrew the appeal, and the judgment of the first instance took effect.

case analysis

The application of the force majeure rule in this case mainly includes the following three aspects:

1. Is there a prerequisite for the application of force majeure? In this case, the death of the parties to the contract occurred after the signing of the contract and before the completion of the contract, which is in line with the time premise of the principle of force majeure; The death of one party in a car accident does not belong to the common risk of the contract itself, which conforms to the rare premise of the principle of force majeure; When the time of death occurred, there was still a period of time before the delivery date, and neither party delayed the performance, which was in line with the responsibility premise of the principle of force majeure.

2. Whether the death of the parties to the contract is unpredictable There are many reasons for death, such as accidents, diseases, intentional homicide by others, suicide and so on. Accidents and intentional homicide by others should belong to the unforeseeable category, but deaths caused by diseases cannot be generalized. The party in this case died in a car accident, which was unforeseeable and had no intention of subjective pursuit. It was a typical unforeseeable cause of death.

3. Whether the death of the parties to the contract is inevitable or not is insurmountable. During the trial of this case, the parties have no objection to the inevitability of the death of the parties to the contract. But for the death of the parties to the contract? Unable to overcome? There is a big controversy between the two sides:

One view is that the death of the parties to a contract can be overcome, because the property rights in the contract can be the subject of inheritance. As long as both parties to the contract have heirs, the contract will not be impossible to perform because one party dies. Because according to the relevant provisions of the inheritance law, legal inheritance begins from the date of the decedent's death.

That is to say, the rights and obligations in the contract have been inherited by their heirs on the date of the death of the parties to the contract, and the contract can continue to be performed without the parties. Therefore, as long as the deceased parties to the contract still have heirs, it cannot constitute force majeure.

The court held that although the parties to the contract died, their claims and debts arising from the contract could be inherited by their heirs. However, from a fair and reasonable point of view, it cannot be directly determined that the contract can continue to be performed.

Because the heir may not know the existence of the contract, and the other party to the contract may not be able to grasp the information of the heir, the lack of communication channels makes the difficulties brought by the death of the parties to the contract inevitable in practice. At the same time, due to the sudden death of the deceased, his heirs have no way of knowing the existence of the purchase contract. Therefore, the court found that the principle of force majeure can be applied to exempt both parties from liability for breach of contract.

Does the death effect of one party to the contract belong to dissolution?

Brief introduction of the case

Fang is a skilled worker who manufactures hardware equipment, and Yi is the legal representative of Sunshine Hardware Equipment Co., Ltd. On April 20th1315th, a Japanese company signed a hardware equipment processing contract with Yimou. The main contents of the contract are as follows: according to the processing drawings provided by Sunshine Hardware Equipment Co., Ltd., Party A manufactures plumbing hardware equipment, mainly three-way water separators and two-way water separators, and delivers 1000 pieces to Yimou every month; Yimou pays the payment to the party on the 30th of each month. The performance period of the Contract is from April 5, 2065 to April 4, 2065. After being signed and sealed by both parties, the contract was established and everything was executed as agreed. Unforeseen weather, 20 1310/0/month13, Fang died of a sudden car accident. Because Sunshine Hardware Equipment Company has signed supply contracts with many other individual merchants, it regularly provides them with plumbing hardware every month. Now Fang suddenly died. On the one hand, the contract between Fang and Sunshine Hardware Equipment Co., Ltd. is at a standstill, on the other hand, the performance of the contract between Sunshine Hardware Equipment Co., Ltd. and other individual merchants is affected.

dispute

One view is that the death of a party to a contract does not belong to the seven legal situations that lead to the termination of contractual rights and obligations as stipulated in Article 91 of the Contract Law, and the law does not clearly stipulate it, nor does it belong to the seven listed situations. Freedom is not prohibited by law? If the two parties to the contract have not agreed to terminate the contract on the condition that one party dies, they will exercise the right to terminate the contract. Then, no matter whether it is for legal or agreed circumstances, the contract is not terminated by the death of one party, but can generally be inherited by its successor, who will continue to perform the obligations stipulated in the contract and enjoy the rights stipulated in the contract.

Another view is that according to? Relativity of contract? In principle, the rights and obligations stipulated in the contract are only binding on the subject of the contract, but not on the third party, which is based on the relativity of the subject. Since the subject has died, the law cannot be binding on the deceased. Naturally, the rights and obligations of the contract will be terminated, that is, the legal effect of the contract will be terminated.

Lawyer analysis

Ma Cheng, a well-known contract dispute lawyer in Shenzhen, believes that whether a contract will continue to be valid after the death of one party depends on the situation and should be treated differently, which can be divided into two categories: pure property contracts and personal attachment contracts.

For a pure property contract, the validity of the contract cannot be terminated because of the death of one party. We respect the relativity of contract and subject, but there are also many breakthrough provisions on the relativity of contract from many legal provisions, such as the subrogation right in Article 73, the cancellation right in Article 74 and the lease in Article 229 of the Contract Law. On the one hand, it is necessary to maintain the security of transactions, on the other hand, it is also necessary to protect the interests of third parties. For example, the lessor rents the house to the lessee, and the lessor dies during the lease contract. If the contract is terminated at this time, it will bring great losses to the lessee and be unfair to the lessee. In this case, Article 33 of the Inheritance Law stipulates that the estate shall pay off the taxes and debts that the decedent should pay according to law. If the legal heirs do not give up the inherited property, they must jointly inherit the relative rights and obligations, that is, they should continue to perform the obligations of the lessor. If the lessee dies, although in most cases the lease contract is concluded with the lessor in the lessee's personal name, the cohabitant who lives with him meets the conditions for the inheritance of the lease right stipulated in Article 234 of the Contract Law, and his cohabitant can continue to lease the house according to the original lease contract, and the lessor has no right to unilaterally terminate the contract. It can be seen that the above situation belongs to the situation that one party of the contract dies and the contract continues to be valid.

For a personal contract, the validity of the contract will naturally terminate when one party dies. According to Article 79 of the Contract Law, if a contract is non-transferable, it may not be transferred. Obviously, a contract with personal attachment belongs to a non-transferable contract in nature. Similarly, its heirs cannot inherit the rights and obligations of the contract. This kind of contract cannot have the inheritance effect of the above lease contract. When one of the subjects of this kind of personal attachment contract dies and the contract cannot be performed in fact, the basis is three situations in which the contract cannot be performed: first, it cannot be performed legally or in fact; Second, the debt target is not suitable for compulsory performance or the performance cost is too high; Third, the creditor failed to demand performance within a reasonable time. At this point, the rights and obligations of the contract should be terminated naturally due to the death of the contract subject.

In this case, the contract signed by Fang and Sunshine Hardware Equipment Co., Ltd. should belong to the processing labor service contract in nature and has a strong personal nature. Because the subject matter of the contract needs to be processed and manufactured by the supplier, the technical content of the supplier is the most important part in the performance of the contract, and it is also the main purpose of signing the contract between Sunshine Company and the supplier. Even if Fang is not dead, suppose Fang lost his arms in a car accident, and his arms are indispensable for making plumbing equipment. The contract can't be continued because the party has lost the ability to manufacture equipment. At this time, the contract can be terminated by agreement.

Relevant laws and regulations

law of contract

Article 73 Where the debtor is slow in exercising the creditor's right due, thus causing damage to the creditor, the creditor may request the people's court to exercise the debtor's creditor's right in his own name, unless the creditor's right belongs exclusively to the debtor.

The scope of subrogation is limited to creditor's rights. The necessary expenses for the creditor to exercise subrogation shall be borne by the debtor.

Article 74 If the debtor abandons the due creditor's rights or transfers the property for free, thus causing damage to the creditor, the creditor may request the people's court to cancel the debtor's behavior. If the debtor transfers the property at an obviously unreasonable low price, causing damage to the creditor, and the transferee knows the situation, the creditor may also request the people's court to cancel the debtor's behavior.

The scope of revocation right is limited to creditor's rights. The necessary expenses for the creditor to exercise its right of cancellation shall be borne by the debtor.

Article 79 A creditor may assign all or part of his contractual rights to a third party, except in any of the following circumstances:

(a) according to the nature of the contract shall not be transferred;

(two) according to the agreement of the parties shall not be transferred;

(3) It shall not be transferred according to law.

Article 91 The rights and obligations under a contract shall be terminated under any of the following circumstances:

(a) The debt has been performed in accordance with the contract;

(2) Termination of the contract;

(3) The debts offset each other;

(4) The debtor shall deposit the subject matter according to law.

(5) Exempting creditors from their debts;

(6) Creditor's rights and debts are owned by one person;

(seven) other circumstances stipulated by law or agreed by the parties to terminate.

Article 110 If one party fails to perform the non-monetary debt or the performance of the non-monetary debt does not conform to the agreement, the other party may demand performance, except in any of the following circumstances:

(a) It is legally or practically impossible to perform;

(2) The subject matter of the debt is not suitable for compulsory performance or the cost of performance is too high;

(3) The creditor fails to demand performance within a reasonable time limit.

Article 229 During the lease term, if the ownership of the lease item changes, the validity of the lease contract shall not be affected.

Article 234 If the lessee dies during the lease of the house, the person who lived together before his death may lease the house in accordance with the original lease contract.

inheritance act

Article 33 When inheriting an estate, the decedent shall pay off the taxes and debts that should be paid according to law, and the payment of taxes and debts shall be limited to the actual value of the estate. The part exceeding the actual value of the estate shall be voluntarily repaid by the heir. If the heir renounces inheritance, he may not bear the taxes and debts that the decedent should pay according to law.

Legally binding force of contract

The legal binding force of a contract should be the coercive force given to the parties by law, that is, if the parties violate the contents of the contract, they will have corresponding legal consequences, including bearing corresponding legal responsibilities. Binding force is a compulsory state, which the parties must or must not do. Binding force comes from laws, moral norms or people's conscious consciousness. Of course, it comes from the legal binding force of law, which has the most striking binding force on human behavior.

The binding force of the contract is mainly manifested in: ① the parties shall not change or terminate the contract without authorization; The parties shall perform their contractual obligations in accordance with the contract; (3) The parties shall perform some obligations other than the contract according to the principle of good faith, such as completing the approval and registration procedures of the contract to make the contract effective. Do not maliciously affect the achievement or failure of the conditions of conditional legal acts, and do not harm the interests of the terms of legal acts with one clause.

1. From the date of establishment, all parties to the contract must be bound by the contract;

2. If the situation changes and it is necessary to change or terminate the contract, it shall be settled through consultation, and neither party may change or terminate the contract without authorization;

3. Except for cases stipulated by law such as force majeure, if the parties fail to perform their contractual obligations or the performance of contractual obligations is not in conformity with the agreement, they shall bear the liability for breach of contract;

4. Contract is a kind of legal document. When there is a contract dispute between the two parties, the contract is the basis for resolving the dispute.

Contracts established according to law are protected by law.

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