Immobilier cours complet - Session 02 2024.pdf

Training access to the real estate professions Core subjects Sale buildings for construction (VEFA) 93.

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[Audio] This presentation covers the training program for the real estate profession, with a focus on core subjects and VEFA (the sale of buildings for construction). The need for the 1976 Act, which regulates the sale of buildings under construction, will be discussed first. This act is limited to the delivery of future buildings, both residential and mixed-use. Under this act, the seller retains the powers of the project owner until construction is completed, as stated in Article 1601-3 al.2. It is also possible for the building price to be paid before completion. Next, the reservation contract will be examined. This is a contract in which the seller promises to construct and deliver a building within a specified timeframe. In the case of a nullified sales agreement, both parties are still obligated to fulfill their respective obligations. It is important to note the distinction between sales of buildings to be constructed upon completion and sales of buildings in a future state of completion. A forward sale involves the seller delivering the property upon completion, while the buyer pays on the delivery date. Ownership is transferred when the property's completion is recorded in a notarized deed with retroactive effect to the sale date. Both forward sales and sales in the future state of completion have common rules, including conditions of validity and mandatory contract content. It is also necessary to submit or attach the required documents for these types of sales. In a sale of a property in a future state of completion, the seller immediately transfers their rights to the land and any existing buildings to the buyer. Any future works will become the property of the purchaser upon completion. This concludes slide number 3, as we now move on to explore other important aspects of this training program..

[Audio] Today, we will be discussing the application of the 1976 law in the world of real estate development. This law sets the rules and regulations for the sale of buildings for construction, specifically those under the VEFA system. In order for the law to apply, there are three conditions that must be met. The first condition is that the developer must have acquired rights to a specific plot of land, either through a firm purchase or an option. The second condition is that the plans for the building must be drawn up and the apartments or offices must be offered for sale. It is important to note that the developer is responsible for entering into leasing contracts with contractors and tradesmen in their own name, and not on behalf of their customers. The main purpose of the law is to ensure the delivery of a future construction, as previous practices in Luxembourg's property development presented serious risks for purchasers. The law is limited to the delivery of a future building for residential and mixed use, making it the only law that applies to property development. It does not include individual buildings. In summary, the 1976 law is crucial for the protection of buyers in the real estate industry, setting clear guidelines and regulations to avoid any risks or unpleasant surprises. Please stay tuned for the next slide..

[Audio] Slide number five out of thirty-one in our training program focuses on the obligations of the parties involved in a real estate transaction, particularly in the sale of buildings for construction, also known as VEFA. The obligations of the reserving party may differ depending on whether the preliminary contract is signed before or after the final commitment to the construction program. These obligations are determined by the construction plans and related documents, as well as the intended use of the building as stated in the condominium regulations. While some argue that the intended use of the building may be contradicted by the purchaser's declarations, the reserving party is still required to follow the intended use as stated in the regulations. The seller remains the owner of the property until the construction work is completed. In one scenario, the reserving party is not responsible for the completion of the building, but must ensure that the reserved lot is not sold to anyone else. If this promise is not fulfilled, the seller must compensate the buyer for any losses. In the second scenario, the reserving party is responsible for both building and reserving a specific lot. The price for the property can be paid in installments during the construction period, or deposited into a blocked bank account. In both cases, the seller's obligation to reserve the property must be clearly stated. This concludes our presentation on the obligations of the parties in a real estate transaction. We hope this information has been helpful in understanding the important details of a VEFA contract. Please continue to the next slide for more information..

[Audio] Today's training program will focus on an important aspect of the real estate profession - the provisional sale agreement. Slide number 6 will cover the nullity of this agreement, meaning that in order for it to be valid, the contract must clearly state the price of the reserved lots. Buyers should be aware that any increase of more than 5% from the provisional price will release them from their obligations and allow them to withdraw their deposit without penalty. Sellers have various options for implementing procedures based on their personal assessment of their commercial interest and the economic situation. However, it is important to note that any other agreement for the reservation of a building is null and void under the law. This is to ensure that the buyer is fully committed to the purchase of the property. Moving on to slide number 9, we will discuss the mandatory content of the provisional contract, including a purely provisional price with the option for a revision clause. The contract must also provide all necessary information for informed commitment. In conclusion, the provisional sale agreement is a crucial document that must be carefully constructed and understood by both parties in the real estate profession..

[Audio] Slide 7: The completion of a building is a crucial step in the real estate profession. It is defined by article 1601-6 of the code civil as the transfer of ownership of a fully completed building to the purchaser. If the sale is for a partially completed building, the degree of completion specified in the contract must be considered. The seller retains the powers of the project owner and is responsible for ensuring that the work is carried out according to the agreed specifications. The transfer of ownership of the building does not give the purchaser the power to interfere in the project. To officially declare completion, the parties themselves or a qualified person appointed by them must record it. If this is not possible, a court can also record the completion and notify both parties through a registered letter with proof of receipt. Once the notification is received, it is considered as delivery of the building. The completed building must be transcribed in the mortgage registry office within the legal time limits, as specified in article 1601-8 of the code civil. This is an essential step in the real estate profession, and it is crucial for all parties to follow the legal procedures. In a previous ruling, the court stated that the company is not liable to third parties for its liability as a building owner. This means that any defects in the building that do not render it unfit for use or are not of a substantial nature will not be taken into consideration. It is the seller's responsibility to deliver the building according to the agreed specifications and retain the powers of the project owner until delivery. The notary holding the minutes of the deed of sale must also record the completion of the building and notify the other party through a registered letter. The completion of a building is an essential part of the real estate profession, and it must be completed according to legal procedures to ensure a smooth and successful transaction..

[Audio] In this presentation, we will discuss the training program for the real estate profession with a focus on core subjects and selling buildings for construction. Slide number 8 will cover the common rules for selling buildings that are yet to be built. Article 1601-5 states that certain conditions must be met for a building sale contract to be formed. Firstly, the proposed construction must have all necessary administrative authorizations granted before a sale can be completed. This means the deed must indicate the date and terms of the authorizations. This ensures that the buyer is fully aware of the authorizations and the requirements for the construction project. Additionally, the deed must include the full text of the authorizations and any extra conditions, such as siting requirements, regulatory distances, and procedures for connecting to the pipeline network. The law also mandates that the construction plans attached to the deed reference the municipal authorization to inform the buyer of all necessary authorizations and their conditions. Moving on, selling a future asset with uncertain completion conditions requires the developer to obtain all administrative authorizations before marketing the project. The notary is jointly responsible with the seller towards the buyer, and the deed of sale will only be accepted once all required authorizations are granted. It is important to note that the law does not provide a comprehensive list of administrative authorizations, so it is the developer's responsibility to provide proof of all necessary authorizations. We will now move on to the next slide..

[Audio] Slide 9 out of 31: When dealing with real estate, it is important to have a strong understanding of the legal and financial aspects involved. As mentioned before, there are certain guarantees that must be provided to buyers in order to ensure a smooth and secure transaction. This slide will focus on guarantees related to the delivery period and the completion or repayment of the building. In the case of a future sale of a building, the seller is required to provide the buyer with a bank completion guarantee or a "repayment of payments made in the event of termination of the contract for lack of completion" guarantee. This is to protect the buyer in case the construction is not completed as promised. The seller may also be granted a delay by a judge, depending on the circumstances. The law recognizes that there may be fluctuations in material and construction costs between the time the contract is signed and the time the work is completed, which is why there are provisions for price review. However, the criteria for this review must be clearly stated in the contract. The delivery period is a critical aspect of a real estate transaction. If a completion guarantee is stipulated, it will be transformed into a repayment guarantee if it is determined that the construction cannot be completed. It is important to note that material or legal obstacles to construction are interpreted narrowly. In the past, developers did not specify delivery dates for buildings due to uncertainty with contractors and tradesmen. However, current laws require clear delivery dates to be stated in the contract. It is also worth noting that certain buildings, such as those built by the state or public companies, are exempt from requiring a completion guarantee. In conclusion, it is crucial for all parties involved in a real estate transaction to understand and abide by the legal and financial guarantees related to the delivery period and the completion or repayment of the building. Adhering to these provisions will ensure a smooth and secure process for all parties involved..

[Audio] Slide number 10 out of 31 in our real estate training program discusses the necessary documents for dealing with non-conformity and defects in workmanship when selling buildings for construction. This is based on Article 1601-5 of the Civil Code, which states that it is the seller's responsibility to deliver a property that complies with the contract terms. This includes the size, materials used, and equipment. This is known as the "obligation de délivrance". It means that the seller must provide exactly what was agreed upon in terms of quality, quantity, and identity. To ensure compliance, the construction plans must include facade plans, plans of different levels, and a sectional plan with accurate dimensions and surface areas of each room and corridor. Additionally, a descriptive leaflet must also be included to ensure that the agreed-upon works and equipment are not defective. If any discrepancies are present, it constitutes a lack of conformity. The descriptive note should outline the technical characteristics, materials used, and the works and equipment to be installed. The law does not provide a specific sanction for lack of conformity, so the ordinary law of Article 1184 applies. There is also no specific time limit for taking action in case of defects in conformity, and actions can be taken up to thirty years after the delivery of the property. It's important to distinguish between apparent and hidden defects. Apparent defects are noticeable upon delivery, while hidden defects can only be identified after a certain period of time. Both types are subject to the same regulations..

[Audio] Slide 11 discusses the topic of hidden defects and guarantees in the purchase of buildings for construction (VEFA). According to article 103 b of the French Civil Code, the purchaser has one month after taking possession of the building to report any apparent construction defects. The date of discharge marks the starting point for the limitation period for warranty claims against the seller. If the purchaser has not agreed to a formal discharge, they retain the right to sue the seller for apparent defects within one year. This action must be brought within one year of the date on which the seller can obtain a discharge, as stated in article 1648, paragraph 2 of the French Civil Code, or else the right to sue will be lost. The seller is responsible for all defects and faults that become apparent after the purchaser takes possession or acceptance, as defined in article 1646-1 of the Civil Code. Article 1792 of the Civil Code covers defects that result in the total or partial loss of the building, and for major works, the defect must affect the solidity of the building or make it unfit for its intended use. However, this requirement does not apply to minor works. The seller is liable not only for the defect itself, but also for any damage it directly causes. Unlike ordinary law, the existence of apparent defects does not result in the rescission of the contract or a reduction in price. According to article 1642-1 of the French Civil Code, the seller may avoid these consequences. Understanding hidden defects and guarantees is crucial in the real estate profession, and it is important to be aware of the limitations in pursuing legal action..

[Audio] This program will focus on discussing the legal aspects of real estate transactions, specifically the sale of buildings for construction (also known as VEFA). The main topic of this slide will be the guarantees that the seller can offer to the buyer. There are two types of guarantees to choose from: completion guarantee and repayment guarantee. The seller can only substitute the completion guarantee for the repayment guarantee with the agreement of the guarantor, and this must be included in the deed of sale. It is worth noting that a writ of summary jurisdiction is not considered effective. The allotted time limit for legal action cannot be suspended, so it is important for all parties to be aware of this timeframe. In the case of a hidden defect, the sale cannot be cancelled or the price reduced if the seller has agreed to repair it. However, if the seller fails to fulfill their commitments or refuses to repair the defect, sanctions can be applied. The seller's liability is similar to that of construction professionals and they have the right to take action against these professionals if their own liability is questioned. It is also important to note that the legal warranty for hidden defects automatically applies to all future purchasers of the property. However, future purchasers cannot bring an action in warranty against an intermediary seller, only the original seller. The completion guarantee can come in the form of a credit facility or a surety agreement. The amount is not specified, regardless of which guarantee is chosen. Finally, it must be mentioned that the developer has an obligation to provide information and cooperate with the buyer, in addition to delivering a defect-free property. Please continue to the next slide for more information on this topic..

[Audio] Slide number 13 of our training program on real estate profession will cover the value determination of land in the sale of buildings for construction, also known as VEFA. There are two scenarios to consider when determining the value of land in a VEFA transaction. If the seller has recently purchased the land, the value would be the purchase price plus transfer and development costs. However, if the seller has owned the land for some time, the purchase price may no longer be considered representative of the current value, and the realisable value can be used. The legislator has a solution for this situation, but it can be challenging to apply in practice. According to article 1601-9, paragraph 2 of the Civil Code, the seller cannot demand any advance payment on planned constructions before the work begins. In the event of a dispute over compliance with the terms of the contract, the law allows the purchaser to deposit the 5% balance instead of paying it directly to the vendor. This deposit can be made by mutual agreement between the parties with a trustworthy person or a financial institution, or it can be deposited with the Caisse des dépôts et consignations if no agreement is reached. However, it is important to note that the buyer can only make a deposit in the case of a lack of conformity and not for construction defects. This is because the law considers construction defects and lack of conformity as hindrances to completion and delivery, especially when they are substantial and render the works unfit for use. Therefore, the buyer can make a deposit on the grounds of serious defects, even under the general law of the exception for non-performance. When the property is sold at a stage of partial completion, the legislator does not provide for any particular staggering of payments or deposits, so the general rule for fully completed properties must be applied, taking into account the stage of completion of the property. That concludes our discussion on the value determination of land in VEFA transactions..

[Audio] Slide 14 of our training program focuses on the legal aspects of selling buildings for construction. This includes the importance of including certain clauses in the contract. It should be noted that failure to mention these clauses, as outlined in article 1601-5 of the Civil Code, can make the contract null and void. However, this nullity can only be invoked by the purchaser, as these clauses are in their best interest. According to Luxembourg law and the French decree of 22 December 1967, the rate of interest for late payments can be determined by the parties. There are no restrictions, with a maximum limit of 1% per month. It is important to mention that the nullity must be invoked before the completion of the works, as any claims made after can be assumed to not have negatively affected the purchaser's interests. However, there is an exception to this rule. If the seller did not have all the necessary administrative authorisations, the authorities can invoke the absence of authorisation to require the demolition of the work. In these cases, the purchaser has the right to invoke the nullity of the sale as long as the authorities can use the lack of authorisation as a reason. Moving on to clauses that are deemed unwritten, the seller can stipulate, for a maximum of five years, that they can take back the sold item in exchange for the price and certain accessories. This is outlined in articles 1659 to 1673 of the Civil Code. However, to prevent unscrupulous developers from taking advantage of this and rescinding the sale every time they find a better price, article 1601-12 of the Civil Code states that a sale of a building to be constructed cannot contain a buy-back clause. It is important to note that this prohibition only applies to clauses that allow the seller to rescind the contract alone. Express resolutory conditions that sanction the nonperformance of the contractual obligations of both parties are not affected by this rule. This concludes slide 14 of our training program on the legal aspects of selling buildings for construction..

[Audio] In this section, we will be discussing the importance of fulfilling one's obligation to pay the price in a sale of buildings. The seller holds a lien on the property at the time of transcription of the sale, which allows them to take legal action if the buyer fails to make the agreed payment. This is in accordance with the law on seizure of real estate, specifically the simplified procedure outlined in article 71 of the law of 2 January 1889. In cases where only future buildings are being sold, the same rule still applies. This means that the seller of the land may also have a lien registered on the property, creating a competition between two property liens. However, the lien of the seller of the land takes priority due to the earlier date of the sale. The seller of the buildings can only use the simplified procedure once the seller of the land has been paid in full and their rights have been transferred. This ensures that the seller of the land is protected and the sale of buildings is conducted lawfully. That concludes slide number 15 of our presentation. The remaining slides will continue to delve deeper into the intricacies of real estate sales. Thank you for your attention..

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[Audio] Slide number 17 of our presentation discusses our training program for the real estate profession, focusing on core subjects and the sale of buildings for construction, also known as VEFA. Through this program, individuals can gain the knowledge and skills necessary for a career in the real estate industry, including understanding legal and financial aspects, property valuation, and market analysis. Our program places a strong emphasis on the sale of buildings for construction, providing tools for navigating this process. By the end of the program, participants will have a deep understanding of the industry and be prepared for success. Whether a beginner or experienced professional, our program has something for everyone. Take the first step and join our program for a successful career in real estate. Thank you and see you in our next segment..

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[Audio] Slide number 19 out of 31 in our presentation on the training program for the real estate profession focuses on the summary of the sales contract and the four elements that make a sale official. The four elements, according to the Civil Code, include the consent of both parties, a price payable to the seller, the property being sold, and the transfer of ownership from the seller to the buyer. These elements are analyzed in further detail in the text on the slide, which mentions the law firm ETUDE JOS and Nicky STOFFEL Avocats à la Cour. The Civil Code also states that a sale can be drawn up in the form of a notarial deed or a private document, and once the agreement is made between the seller and buyer, the sale is considered perfect and ownership of the property is transferred. Overall, a sale is a contract in which the buyer becomes the owner of the property in exchange for a sum of money, and it is considered to be the most important contract in the general theory of obligations. Let's now move on to the next slide for more information on this topic..

[Audio] This slide discusses the topic of "Error in Contracts" based on Article 1110 in our real estate profession training program. According to this article, for a mistake to be a valid reason for nullity of a contract, it must directly impact the substance of the agreement and play a determining role in the commitment. For instance, if a car buyer was promised the latest model with improvements, but received a different model with no improvements, this would be a substantial error and grounds for nullity. However, mere predictions, fears, or hopes are not valid reasons for nullity. It is important to note that a mistake by one of the parties, whether due to ignorance or fraud, can result in the annulment of the contract. For example, if an illiterate person signs a contract without knowing the agreed-upon amount, that would be a significant error that prevents the contract from being formed. In conclusion, a mistake that affects the substance of a contract is a valid reason for nullity, but personal speculations or fears hold no legal weight. The next slide will provide more information on our training program..

[Audio] Today, we will be discussing the concept of nullity of a contract due to violence and fraud. According to Art. 1113, violence is a ground for nullity of a contract, not only when it is exercised against the contracting party, but also when it is exercised against their descendants or ascendants. This means that any form of violence, physical or moral, can render a contract null and void. Additionally, Art. 1111 states that violence exercised by a third party on the person who entered into the contract is also a ground for nullity. Similarly, Art. 1116 states that fraud is a ground for nullity of a contract when one party uses manipulative tactics to deceive the other into entering the contract. It is important to note that for a contract to be null and void, the coercion and fraud exerted on a party must be proven with evidence and must be considered unfair, contrary to law, or morality. The determination of violence is based on its nature and the impression it makes on a reasonable person, taking into consideration the age, sex, and condition of individuals. It is important to have evidence to support a claim of nullity of a contract due to violence and fraud. This concludes our discussion for slide number 21..

[Audio] This presentation will discuss the training program for the real estate profession, with a focus on core subjects and the sale of buildings for construction (VEFA). Slide number 22 will cover the topic of the thing in relation to real estate sales, an important aspect to consider when buying or selling a property. When selling an item, it must have certain characteristics to be considered a valid sale, including a genuine price without fraud or an unrealistically low offer. It is crucial to verify the authenticity of the price to prevent any potential fraudulent activity. If fraudulent maneuvers are discovered, they must be proven in order to potentially cancel a contract. It is important to note that the fraudulent activity must come from the other party and not a third party, unless the third party is involved or represents the other party. The object of the sale can be a physical item or a similar kind, as long as it is clearly identified through a location, list, or measurements. Once the thing is determined, the transfer of property and risks automatically takes place. In the event of an annulment due to fraud, the burden of proof lies with the party seeking the cancellation, meaning they must provide evidence of the fraudulent activity to potentially void the contract. In conclusion, it is crucial to carefully consider the characteristics and specifics of the thing being sold in real estate transactions to avoid any potential fraud. Thank you for your attention..

[Audio] In relation to the sale of buildings for construction, also known as VEFA, the Civil Code (article 1637) does not recognize the concept of temporary duration, meaning that all sales must be permanent regardless of partial or total transfer. In cases of eviction, this concept does not apply. The seller must act on their own behalf for the sale to be valid, as any sale made on behalf of the owner by an agent with authority is considered null and void. The principle of mandate dictates that the effects of the sale must be evaluated, rather than the legal provisions of another person's property. The transfer of ownership is automatic and does not require any formalities. The transfer of risk typically falls on the buyer once the contract is concluded, but both parties have the option to establish different rules for both ownership and risk. The sale can involve an existing or future object, such as a car waiting to leave the factory or a table ordered from a catalogue. In the case of a specially manufactured item requested by the buyer, it is considered a contract for work and services. According to Article 1603, the seller's main obligations are to deliver and guarantee the item, while the buyer's only obligation is to pay for it. This concludes our discussion of slide number 23. We will now move on to slide number 24..

[Audio] Slide 24 out of 31 in our presentation on the training program for the real estate profession will focus on the legal obligations of the seller in the sale of a business. Article 1626 states that the seller must refrain from any actions that may negatively impact the business they are transferring, even without a non-reinstatement clause. This is to protect the business's clientele. Under Article 1617, if the sale of immovable property is based on its capacity, the seller is required to deliver the indicated quantity to the purchaser. If they are unable to do so, the price must be reduced accordingly to ensure the buyer gets what they paid for. However, the seller has the right to re-establish a similar business, as long as it does not harm the transferred business. If the sold property has a greater capacity than what was stated in the contract, the buyer can choose to pay the additional price or withdraw from the contract. Any attempt by the seller to attract their previous customers to a new business, through individual invitations or advertising, would be considered a breach of commercial good faith. The seller's obligation to provide a guarantee extends to refraining from such actions. Additionally, the seller is obligated to provide accurate information to the buyer, especially in contracts between professionals and consumers. This includes information that only the buyer would know and cannot obtain themselves. It is important to note that the warranty of eviction automatically applies to every sale, so there is no need for the seller to explicitly mention it in the contract. That concludes our discussion of the seller's legal obligations in the sale of a business. Stay tuned for more information on the real estate training program..

[Audio] Slide number 25 of our training program focuses on the warranty against defects in the sale of properties. According to Article 1641 of the French Civil Code, the seller is responsible for any hidden defects in the property that render it unfit for its intended use or significantly affect its value. This means that if the buyer discovers any defects after the purchase, the seller can be held liable. A non-warranty clause can be included in the contract, as allowed by Article 1643 of the French Civil Code, but specific conditions must be met. This clause is only valid between private individuals or professionals in the same industry. However, it is important to note that the warranty also applies to other types of sales, such as the sale of a business. In a ruling from April 14, 1992, it was stated that the seller of a business must refrain from any actions that could harm the buyer's business. It is possible for the parties to agree that the seller will not retract from this obligation, but this does not release the buyer from their legal obligation to provide a guarantee for any personal actions. This is determined by public policy, as stated in a decision from December 15, 2009..

[Audio] We are now on slide number 26 out of 31 in our real estate training program presentation. This slide will discuss potential problems that may arise when making compromises during the sale of a building for construction or VEFA. One key issue is the buyer's obligations. According to Article 215 of the Civil Code, in the case of family housing, the buyer's obligations are the same as the seller's. This includes paying the agreed price and accepting delivery of the property. To understand this, let's use an example: In a provisional sale agreement on 26 October 2006, Jean D. sold a flat to E SCI for 510000 euros. However, the notarial deed of sale was not signed by 31 December 2006, and the buyers, Mr. and Mrs. D, did not appear for the signing after being summoned by company E. This led to company E summoning the couple to court to declare the provisional sale agreement as the deed of sale. Moving on to the estate agent's role in this sale, ownership of the property is transferred instantly when there is an agreement on its essential qualities. In this case, Mr. and Mrs. D want the agreement to be cancelled because it was based on the condition that the sale would be notarized before 31 December 2006. In conclusion, for the preliminary sale agreement to be cancelled, the suspensive condition must have been fulfilled or waived. Mr. and Mrs. D argue that the agreement should be null and void from 31 December 2006. This raises important legal considerations for the buyer and estate agent. This concludes our discussion on potential problems with compromises in the sale of buildings for construction. Let's move on to the next slide..

[Audio] Slide number 27 of our training program focuses on an important aspect of selling buildings for construction: the costs of the notarial deed and its registration. According to article 215 of the Civil Code, spouses cannot dispose of rights related to the family home without the consent of the other spouse. In a case where a compromise agreement was made between husband and wife D and the property was considered the marital home, the wife has the right to declare the sale null and void if she did not give her consent. Next, we will discuss the consequences of a late loan application in the sale of a property. In a specific case (TA LUX 91 271 of 8 July 2005), the buyer failed to obtain financing within the agreed time period and the court ruled that this breached the condition of the sale agreement and it lapsed. This means that the buyer and seller are now in the same position as if the contract had not been signed. Lastly, we will touch upon the compromise and counter-letter in accordance with the Law of 28 January 1948. In a specific case (21 January 2004), a provisional sale agreement for a plot of land was signed with a penalty clause of 10% of the sale price. However, due to the buyer's failure to obtain financing within the agreed time, the agreement could not be executed and the penalty was paid. In conclusion, it is crucial to carefully consider all conditions and agreements when buying or selling a property to avoid any legal complications. Let's move on to slide number 28..

[Audio] Slide number 28 in our training program on the real estate profession discusses the legal implications of compromising and the importance of honest cooperation in property purchases. Unilateral expert opinions can greatly impact a transaction, as seen in the case of CSJ 1 where a counter-letter was declared null and void due to the concealment of sale price and intention to commit tax fraud. This highlights the need for transparency and honesty throughout a real estate transaction. Moving on to slide number 29, we see the consequences of compromising on the surface area of a property in the case of CSJ 7. The purchasers had signed a preliminary sales agreement for a property with a surface area of 70 m2, but it was later discovered to be only 51 m2. This led to the bank refusing to finance the purchase, resulting in legal action to reduce the price. The court's decision was based on the Civil Code, specifically article 1616, which states that the seller is obligated to deliver the capacity indicated in the contract. The court found the seller's behavior of obtaining a unilateral and unfavorable expert opinion after the sales agreement was signed to be in violation of the required loyal cooperation between parties. This case serves as a reminder of the importance of clear and honest communication in a real estate transaction. Compromising on important details, such as price or surface area, can have serious legal consequences. As we conclude this presentation, we hope you now have a better understanding of the legal implications and responsibilities involved in the real estate profession..

[Audio] In matters of contractual penalties, the agreed penalty is typically maintained, with modifications being the exception. According to Article 1152 paragraph 2 of the Civil Code, the judge can only intervene and reduce the penalty if it is deemed manifestly excessive. This assessment is made objectively at the time of the court's decision. The judge will compare the actual loss suffered by the creditor with the amount specified in the penalty clause. In cases where the penalty is found to be manifestly excessive, the court will reduce it to a more reasonable limit between the actual loss and the threshold of excessiveness. But what exactly is considered a manifestly excessive penalty? Simply put, it is when the penalty greatly surpasses the actual loss suffered by the creditor. In such instances, the court has the authority to reduce the penalty to a more reasonable amount. It is important to note that in matters of contractual penalties, maintaining the agreed penalty is the norm, and modifications are only made in cases of manifest excessiveness. If the penalty is greater than the damage suffered, but not considered manifestly excessive, it cannot be changed. It is also important to understand the difference between a suspensive condition and a resolutory condition. A suspensive condition suspends the obligation until it is fulfilled, while a resolutory condition cancels the obligation once it is fulfilled. When an obligation is subject to a condition, it must be a future and uncertain event. If its fulfillment is dependent solely on one party's will, it is considered potestative. In such situations, if the condition is not met, the obligation is revoked and things return to the same state as if the obligation never existed. In summary, it is crucial for real estate professionals to grasp the concept of contractual penalties and the role of the court in moderating them..

[Audio] We are currently on slide number 30 out of 31 and will be discussing the legal aspects of contracts that may be rescinded due to lesion. Article 1674 of the Civil Code states that in a sale of immovable property, the seller can rescind the sale if the injured party can prove that there was a disadvantage at the time of the contract's conclusion. Any clause in the contract that waives the right to bring an action for rescission is deemed invalid. However, if the waiver is made after the contract has been fulfilled, it is considered valid and can prevent an action for rescission. It is important to note that the concept of lesion does not automatically indicate a defect in consent. This was illustrated in a case where the injured party was proven to have acted without error or coercion from the other party. As such, an action from the injured party can still be successful, even if the other party can prove that consent was valid at the time of the contract. In conclusion, the concept of lesion in contracts is a crucial consideration and it is important for both parties to understand their rights and obligations in such situations. This concludes our discussion on the legal aspects of contracts and we will now proceed to the final slide. Thank you for your attention..

[Audio] This is the final slide of our training program on the real estate profession. As we conclude our presentation, let's focus on the implications of rescission in a lesionary contract. According to Article 1681 of the Civil Code, the buyer has two choices when rescinding the contract: to return the property and receive a refund of the purchase price, or to keep the property by paying a fair price minus one tenth of the original price. This is applicable in cases where the contract is deemed unfair. In essence, rescission of a lesionary contract results in a retrospective annulment, restoring the contract to its original state. This means the buyer must return the property and the seller must return the purchase price. However, the buyer also has the option to redeem the lesion by paying the remaining fair price. In cases of partition, rescission requires a new partition to be carried out and the property's value to be reassessed. There are exceptions to the general rule of restitution in cases of incapacity, where a minor who rescinds a lesionary contract is only required to return any gains made. In some cases, the consequences for lesion are a judicial revision of the contract. This involves the judge reestablishing balance in order to achieve fairness and contractual stability. This approach of maintaining the contract while "fixing" the economic loss is considered the most ideal solution. If a buyer chooses to keep the property at an unfair price, the additional price must be calculated using the "proportional revaluation" method. This involves assessing the extent of the unfairness and determining an additional fair price. In conclusion, rescission in a lesionary contract can have significant implications for both the buyer and the seller. By understanding the different choices and methods for determining fair prices, we can ensure that real estate transactions are just and fair. Thank you for your attention throughout this presentation..