The validity of the sale of number of things, where only one aggregate purchase price is negotiated
At the end of this year, there is not that many legislative news, which would be generally relevant for all entrepreneurs, as usual. Not only the Czech legislature, but also the Czech courts can introduce changes for entrepreneurs. One of the interesting and important case law for entrepreneurs in 2019 is the decision of the Supreme Court of the Czech Republic on the validity of the sale of number of things, where only one aggregate purchase price is negotiated
The validity of the sale of number of things, where only one aggregate purchase price is negotiated
The Supreme Court ruled in the decision made on January 16, 2019, File No. 20 Cdo 4452/2018, that the purchase contract concluded pursuant to Section 2079 et seq. of the Czech Civil Code is not an indeterminate and unintelligible legal act, just because the object of such act is number of movable things, while only one aggregate purchase price is negotiated. While the basic principle of the new Czech Civil Code is, that all legal act should be, in principle, considered valid, it applies, that “negotiating the aggregate purchase price for the items specified in the purchase contract may render the whole purchase contract invalid, but only in cases, when the ownership right to some of the items listed in such purchase contract could not be transferred by such contract; only in those cases, it is not possible to find out the purchase price for the other things, for which the ownership right was transferred by the purchase contract (cf. the decision of the Supreme Court made on September 12, 2002, File No. 22 Cdo 2127/2000). In other cases, there is no reason to disregard the obvious will of the contracting parties to transfer ownership of the listed things at a particular aggregate price, since there is no doubt whatsoever what and for which price should be transferred.“
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