Privity of Contract and Its ExceptionsI. Privity of Contract: The Foundation
- Contracts generally confer rights and impose duties only on the parties involved.
- Third parties typically cannot enforce contractual provisions.
- "Privity of contract" refers to this exclusive contractual relationship.
II. Exceptions to Privity: Third-Party Beneficiary Contracts
- Contracts can be designed to benefit a third party.
- Courts assess the intent of the contracting parties to determine if a third party has enforceable rights.
- Key factors:
III. Transfer of Contractual Rights and Duties
- Assignment (Transfer of Rights):
- Delegation (Transfer of Duties):
- Assignment of Contract:
IV. Novation: Complete Substitution
- Novation replaces one party entirely, transferring both rights and obligations.
- Requires agreement from all involved parties.
- Key distinctions from assignment:
V. Common Contractual Collocations:
- Confer rights: Grant legal entitlements.
- Impose duties: Assign obligations.
- Enforce contractual provisions: Ensure compliance with terms.
- Render performance: Fulfill contractual duties.
- Delegated duties: Tasks assigned to another party