Specific Performance Stock Purchase Agreement

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Traditionally, own funds would only grant a specific benefit in respect of contracts relating to assets whose assets are unique, such as art, inheritance, etc. The reason given was that the injured party, since the goods were fungible, had an appropriate remedy against the other party`s non-compliance. Obtaining a given service depends on: “Restrictions on the sale or transfer of shares are not favoured and therefore interpreted strictly”. Averitt v. Ledbetter Roofing &Heating Co. v. Phillips, 85 N.C. App. 248, 251, 354 P.E.2d 321, 323 (1987) [advanced version]. However, such agreements may be maintained where the language is clear, because “if both option contracts and restrictions on the sale of ownership interests are interpreted restrictively, the clear intention of the parties is controlled, as manifested on the front of the contract.

Lee v. Scarborough, 164 N.C App. 357, 360, 595 S.E.2d 729, 732 (2004) [advanced version]. In the legal literature, there is an ongoing debate about the desire for a given benefit. Generally speaking, economists believe that specific performance should be reserved for exceptional attitudes, as administration is costly and can deter celebrities from participating in an effective offense. Professor Steven Shavell, for example, argued, as is well known, that certain benefits should only be reserved for transfer of ownership contracts and that, in all other cases, the financial damage would be greater. [9] On the other hand, many jurists from other philosophical traditions believe that a particular service should be favoured, as it is closest to what was promised in the Treaty. [10] Empirical studies also do not give uncertainty as to whether, given the difficulties of implementation, the specific performance gives the promises a greater value than the damage of the money.

[11] In practice, the specific service is most often used as a remedy for land transactions, for example.B. for the sale of land for which the seller refuses to transfer ownership. The reason for this is that the country is unique and there is no other recourse to put the non-injurious party in the same situation if the contract had been respected. . . .


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