Third Party Beneficiary Law Hypothetical

[togit460]

What is the name of your state (only U.S. law)? Iowa

Party A & B have a contract in which a separate agreement between Party B & C is a condition precedent to payment of purchase price. Later in the contract there is a liabilities segment in which Party C is mentioned which states that they will become a party to the original Agreement.

Party C signs neither original Agreement, nor separate Agreement. Parties A & B nonetheless perform substantially the entirety of the original Agreement ignoring that the separate Agreement is a condition precedent to payment of purchase prices.

Party C decides 9.5 years later to sue party B stating that they were a third-party beneficiary to the original Agreement between A & B.

Is party C an intended beneficiary? If not, why?

 

[Zigner]

What is the name of your state (only U.S. law)? Iowa

Party A & B have a contract in which a separate agreement between Party B & C is a condition precedent to payment of purchase price. Later in the contract there is a liabilities segment in which Party C is mentioned which states that they will become a party to the original Agreement.

Party C signs neither original Agreement, nor separate Agreement. Parties A & B nonetheless perform substantially the entirety of the original Agreement ignoring that the separate Agreement is a condition precedent to payment of purchase prices.

Party C decides 9.5 years later to sue party B stating that they were a third-party beneficiary to the original Agreement between A & B.

Is party C an intended beneficiary? If not, why?

It depends...

If this is homework, as your professor for assistance, or contact your school's peer assistance/tutoring program.
If this is an actual situation, you'll have to give us more facts, or (and this might be a better avenue), seek the assistance of a local attorney.

 

[togit460]

It depends...

If this is homework, as your professor for assistance, or contact your school's peer assistance/tutoring program.
If this is an actual situation, you'll have to give us more facts, or (and this might be a better avenue), seek the assistance of a local attorney.

Let's assume an actual situation, and I'm curious what facts would shift this from Intended to Incidental. Anything you can state would help.

 

[togit460]

Let's assume an actual situation, and I'm curious what facts would shift this from Intended to Incidental. Anything you can state would help.

Also, a simpler question to boot, if one refuses to sign a contract, does one retain any rights? (case citation/direction would be enormously helpful here).

 

[PayrollHRGuy]

I think I'll assume homework.

 

[quincy]

Also, a simpler question to boot, if one refuses to sign a contract, does one retain any rights? (case citation/direction would be enormously helpful here).

As a general rule, we do not address hypothetical questions on this forum. There are too many variables. We help posters with their real and immediate legal needs.

And we do not help students with homework assignments because the teacher/professor is not looking to see what WE know but what the students know.

Sorry.

 

[adjusterjack]

Me, too**************.

 

[togit460]

As a general rule, we do not address hypothetical questions on this forum. There are too many variables. We help posters with their real and immediate legal needs.

And we do not help students with homework assignments because the teacher/professor is not looking to see what WE know but what the students know.

Sorry.

For reference, this is not regarding a homework assignment, this regards a case which cannot be disclosed for confidentiality reasons, thus stating a hypothetical that has some of the same fact patterns, but no mention of names/parties/etc...

If this forum is unwilling to help regardless, that's fine, but I wanted to clarify that I'm attempting to gain knowledge in this area for the case, and would appreciate any direction/citation, etc...

 

[Zigner]

Ditto (in case my earlier implication wasn't enough )

 

[Zigner]

For reference, this is not regarding a homework assignment, this regards a case which cannot be disclosed for confidentiality reasons, thus stating a hypothetical that has some of the same fact patterns, but no mention of names/parties/etc...

If this forum is unwilling to help regardless, that's fine, but I wanted to clarify that I'm attempting to gain knowledge in this area for the case, and would appreciate any direction/citation, etc...

Even your hypothetical is useless. The parties involved should speak to an attorney.

 

[quincy]

Let's assume an actual situation, and I'm curious what facts would shift this from Intended to Incidental. Anything you can state would help.

My favorite poster was the one from another country (India?) but he wanted us to "assume" he lived in Vermont.

It is nice that togit460 has already said that "anything" we state will help.

If facts need to remain confidential, togit460, the parties involved really need to speak only to their attorneys. What is said to their attorney is privileged.

 

[Taxing Matters]

Is party C an intended beneficiary? If not, why?

First, I would say the proper label here is Person C, not Party C, as C is not a party to the contract and the mere statement by A & B in their contract that C will become a party to the contract does not make C a party. As to your question, there way to determine that without reading the exact language of the contract and knowing the purpose and intent of the parties.

 

[latigo]

What is the name of your state (only U.S. law)? Iowa

Party A & B have a contract in which a separate agreement between Party B & C is a condition precedent to payment of purchase price. Later in the contract there is a liabilities segment in which Party C is mentioned which states that they will become a party to the original Agreement.

Party C signs neither original Agreement, nor separate Agreement. Parties A & B nonetheless perform substantially the entirety of the original Agreement ignoring that the separate Agreement is a condition precedent to payment of purchase prices.

Party C decides 9.5 years later to sue party B stating that they were a third-party beneficiary to the original Agreement between A & B.

Is party C an intended beneficiary? If not, why?

A third party beneficiary contract typically arises when one contracting party agrees/promises to assume the responsibility of the other contracting party that the later owes to a third person there by giving the third person a contract claim against the promissor.

There is nothing in your ABC gibberish remotely fitting to such an arrangement.