Private LawPrivate law is the law that regulates the relationships between individuals.It deals with such aspects of relationships between individuals that are of no direct concern of the State. It includes the law of property and trust, family law, the law of contract, mercantile law and the law of tort. The private law is defined as the law of peers because based on self-determination, equality and balancing of interests instead of on authority, disparity and punishment. Every country has its own private law. Some rules are uniform in a larger area (e.g. Uniform law on international sales of goods) and some principles are accepted as the core of a common framework (e.g. PECL or Unidroit Principles). Private law provides rules to establish economic relationship considered as elements of business.The source of Italian private law is the Italian Civil Code which is divided into Books, Headings, Items, Sections, Sub-sections, Articles and paragraphs. The Italian Civil Code is composed by 6 books: Natural persons, legal entities, family (1), succession on death (2), property, ownership, possession (3), obligations, contracts, torts (4), labour (5) and legal remedies (6).ArticleThe article is a statement that prescribes something, that sets a model of fact and determines a judicial consequence/effect. Civil Law and Common LawThe legal system of the Civil law originates in Europe and its core principles are codified into a referable system which serves as the primary source of law. On the other hand the legal system of Common law is characterized by case law which is developed by judges through decisions of courts and tribunals. In the civil law the role of the judges is that one of making rules (usually non- binding to third parties) while in the common law judges not only make rulings but also set precedents and referee between lawyers. Civil law is adopted by Spain, China, Japan, Germany and most of Africans, European and South American nations. On the other hand Common Law is adopted by USA, England, Australia, Canada and India. The Constitution is always adopted in civil law and precedent are considered as persuasive while, in common law, the constitution is not always present and precedents are binding because used to rule future and present cases. Language and the LawA law statement is expressed by words: a legal word is not only a meaning medium but it is a synthesis of rules. Approaching Italian Private Law by using English language means considering that an Italian word can be translated into several English words that have different meaning. Therefore the awareness of mistakes in translation must be taken into consideration. An example is given by the word contratto which can be translated into contract, agreement and settlement:Contract: is the agreement of two or more parties to establish, regulate or extinguish a patrimonial legal relationship among themselves.Agreement refers to those agreements which can be considered as no binding.Settlement refers to a solution between disputing parties about a legal case, disposition on property to be held in trust, marriage settlement. In order to reduce errors that may arise from non correct translation, we will use stipulative definitions: A stipulative definition is a type of definition in which a new or currently-existing term assumes a specific meaning for the purposes of argument or discussion in a given context. When the term already exists, the meaning assumed may be in contrast with the dictionary definition. Therefore a stipulative definition cannot be considered as correct or incorrect but can only differ from other definitions.

The RuleThe rule represents the atomic unit of the legal system. A rule is a statement that prescribes a human conduct defined as compulsory, prohibited or lawful. Therefore a rule prescribes rather than describe.The common law systems are case law systems. In common law system the rule is the ratio decidendi, represents in fact the reason of certain settlement of a given conflict of interests. The rule grows out from judicial precedents, which means in applying the same solution to other similar cases. In private law the rule settles a conflict of interest and its neither a synthesis of natural phenomena nor a sequence of normally interrelated events. Our lives are governed by many rules that can be physical or behavioural. Physical rules describe a phenomenon that can be verified after an experiment of which we can say whether is right or wrong. On the other hand behavioural rules prescribe behaviour and are relative to a particular time and place in history. Contrary to physical rules we cannot say if they are right or wrong. The rule is generated from the deductive pattern: if Athen B: where A is the model of fact, a hypothetical situation that can be universal (can be applied to anyone) or abstract (can be applied to any case). On the other hand B is known as the effect, the legal consequence that a rule attaches to a model situation. E.g. if someone inflicts wrongful injury to another (A), then he is oblige to pay the damages inflicted (B). There are different types of rules providing guidance:- Personal used for specific persons.- Factual used for specific situations.- General used for any person.- Abstract used for any case.Legal scholars refer only to higher rules, prescribing in a general and abstract fashion what conduct is lawful or required in any situation that repeats the base situation envisioned therein. As a consequence, a distinction can be made between legal rules formally identified by law and non-legal rules which are unenforceable by law and usually refers to rules of courtesy, ethical and religious rules. If there is not a formal identification of the law provided by sources of law then there is no legal rule. The application process The application process of rules is regulated by the following steps:1) Check the factual situation.2) Check if the concrete situation is equivalent of the hypothesized model of fact.3) Define the set of consequences.4) Apply to the concrete situation the prescribed effect.Judges can find the rule through interpretation: seeking the meaning of a word in a statute. In Italy interpretation is binding and judges and lawyer must follow some criteria. In such matter is important to underline the differences between literal and technological interpretation: while literal interpretation focuses on the technical meaning that words represent on a specific context, technological interpretation is directed to ascertain whether words are consistent with the aim of the legal rule. When a case cannot be attached to a model situation, the legal system presents a gap. Judges cannot deny to solving cases, thus they have to look for similar cases. The effect The effect can by divided into favourable and unfavourable situations (?).Favourable situations include:- Absolute subjective rights can be asserted against anyone and are considered as non-medium. Goals can be in fact achieved without cooperation. - Qualified subjective rights can be asserted only against a specific debtor and are considered as medium. Goals have to be in fact achieved through the cooperation with the creditor. - Options rights have features of both the qualified rights and the absolute rights. They can in fact be asserted only to a specific person but are considered as non-medium. Unfavourable situations include:- Duty (absolute subjective right). The infringement of the duty causes the tort liability: the person damaged can take an action in tort. - Obligation (qualified subjective right). The infringement of the obligation causes contractual liability: the person damaged can take an action in contract.- Subjection (option right) such as the burden of proof and burden of written form. Source of lawA legal rule is produced by a source of law. The source of law refers to any act or fact aimed at producing legal rules in a legal system. There is a large variety of source of law and it is possible to distinguish them between written (expressed statement) and unwritten (rules extracted by precedents). In Italy source of law are aligned by hierarchy and are listed as follow: Constitution, statutes (act of parliament), domestic regulation and customs. Since there are several sources of law enabled to originate rules, there may arise conflict between such norms. In order to solve such conflict and to achieve a systematic consistency in legal ruling (a fact is regulated only by one law) different criteria have been established.- For vertical antinomies among source of different rank the criterion of hierarchy is applied: the legal rule originated by the higher source prevails over the lower rule.- For horizontal antinomies among sources of the same rank the criterion of chronology is applied: the legal rule originated at latter time prevails on the old law.- For lateral antinomies among different sources having different areas of competences the criterion of competences is applied: the legal rule originated by the source having competences over a specific matter prevails over the rule of other sources.When such criteria are used, legal rules may be repealed. The repeal is known as express when a statement of a lawmaker declares the termination of a certain law while implied when there is incompatibility between new provisions and previous ones.Legal acts and factsA legal fact is any fact to which a legal rule applies, ascribing a certain effect to it. Legal facts are divided into mere facts (occurrences) and acts (humans undertakings). Moreover acts are divided into human acts and legal acts:- Human acts: the law does not take into consideration about whether it was committed voluntarily or not. The legal effect therefore occurs regardless the intent of the person adopting certain behaviours. Human acts are divided into lawful acts that refer to a situation when a legal rule provides for legal effects of a certain permitted conduct and unlawful acts that refer to the situation when it is in breach of a legal rule of the legal system and falls subject to sanctions. (WTF?!). Unlawful acts are divided into:- Unlawful acts in strict sense: an action which comes under law as it is in breach of a specific rule and so grievous to interest protected by that specific rule. - Civil wrongs: is an action which is directly grievous to a particular interest protected by law causes wrongful damages to the aggrieved party. Civil wrongs are divided into contractual wrongs and non-contractual wrongs: contractual wrongs refer to the failure to perform an obligation, harms the interest of the creditor and causes liability for damages while non-contractual wrongs refer to any deliberate act that causes damage to others and obliges the wrongdoer to compensate for damage.

Invalidity of legal acts An act is invalid when it does meet all the requirements asked by law. There are two types of invalidity: voidability and nullity. The act is said as voidable when it contains a flow that is not relevant as to make it valid. It is legally binding and enforceable until it is annulled while it is said null if the act lacks at least of one of the cardinal requirements: it is said unlawful and therefore has no legal effect. The word act is used with different meanings depending on the context: - Behaviour, action or practice.- Legal acts founded on the ability of the person concluding them to understand their legal implications.- Written document.Persons Persons are the subjects of law, as bearers of rights and duties. A distinction has to be done between natural persons, whose judicial personality is the result of their behaviour and legal persons considered as collective entities which are distinct and separated from the natural person who compose such entities. Both natural and legal persons are:- vested with rights and duties , insofar as their existence as whole, originates relationship and situation falling under legal rules.- acting within the legal system, insofar as their acts and facts may generate legal effects within the legal system. Natural personsNatural persons acquire legal capacity at birth and maintain it up to their death. Thus as persons born consequently they acquire rights and duties. Reached the age of 18, natural persons acquire the capacity to act, thus the capacity to exercise rights and duties in their own name and interests. The legal capacity is a prerogative by the Constitution according to which under the art. 2 The inviolability of the rights of the persons. In the case of minors, parents and guardians replace them in exercising rights and duties. Legal acts performed by persons lacking capacity to act, such minors, are legally binding and produce effects until they are annulled by the court, upon request if the interested party. Persons who are habitually impaired in their mental ability to make decisions may be fully or partially deprived of their capacity to act whereby a judicial decision. Minors, mentally disordered and person sentenced to a long prison terms are legally incapable. There are different judicial decisions regarding habitually impaired which involve interdiction, disability, and management support provided by the Art 428 c.c. (De facto natural incapacity):- Interdiction arises in case of severe mental illness. In such cases the guardian replaces the ill-person.- Disability arises in case of less severe mental illness. In such cases the guardian interacts with the adult (inabilitation)- Management support arises in case of need oh help in specific types of acts. In such cases the supporter takes part to certain acts, selected by courts. With the term natural incapacity we refer to the lack, even transient, of the capacity to understand and intend. Natural incapacity is a cause for annulment of any legal act performed. In order to be declared, natural incapacity has to be proved at the time the act was performed. In cases of unilateral act, the act is seriously prejudicial to the person who did not have the capacity to understand and intend. Nevertheless a person causing injury to another, in a state of incapacity to understand and intend cause by his own fault (drunk, stoned lol, junkies) is liable to compensate for damages. Legal persons Legal persons have the right and privilege of limited liability. The legal capacity of legal persons such as corporation and associations is consecutive to their establishment. With the recognition, associations, foundations and other private institutes acquire the legal person status which leads to complete financial autonomy. Registered associations, Foundations and non registeredThe Art. 18 of Italian Constitution guarantee all the citizens the right to freely associate in order to pursue any purpose (with legal limits) recognizing the inviolable rights of man, not only as an individual but also as a member of a group. Registered associationsRegistered associations are composed by a group of people, with a common purpose and a common fund and structured as an organization. FoundationsA foundation is a private non-profit and autonomous organization whose assets are dedicated to achieve a purpose established by the founder that can be found in the written declaration. It is important to underline that the founder cannot receive neither benefits form the foundation nor the initial assets. The statutes of foundation must contain its name, purpose, assets, domicile, administrative organs and how the grants will be distribute. Its important to underline that the legal capacity is acquired through the registration in the legal register of the local authority.Non-registered associationsThey are structured and organized as the registered associations, but, unlike the latter, they are non-legal because the common assets are not sufficient in order to pay debts; It is important to underline that who has acted in the name and interest of the association is personally liable with his own private assets.The Protection of rights The sixth book of the Civil Code is titled The protection of rights and refers to a vast range of instruments aimed at protecting and enforcing legal rights and interests.PublicityThe legal events affect not only the parties to a legal relationship, but also the third parties, which might be interested to know the juridical dynamics to guide their behaviour. Publicity is the technical instrument to give certainty. The juridical situation is only the one resulting from public record. In such matter publication is necessary to:- Make public a certain act or fact; for example make public that a certain person has been deprived of his capacity to act, whose decision is registered in the margin of the birth certificate- Inform third persons that a transaction has been concluded; for example transfer of right of ownership of an immobile that has to be registered in the Land Register.- For the validity of certain acts; for example a mortgage exists from the moment the deed is registered in the Land Register.Publicity can be a mere information, a Declarative publicity or a Constitutive Publicity and its areas regard status of natural persons, legal entities and event relating immovable properties which cannot be compared to common law system.Publicity in the immovable properties is made by means of transcription in the Land Register. The record process can be based on personal basis, typicality or principle of continuity. In relationship with thirds is relevant only what results from public records: the sellers is able to transfer ownership by a valid title that is first recorder and then sold while the buyer becomes owner by means of transcription. In case of breach of contract by the seller, the seller itself will pay damages to the buyer. In such matter is important to underline that there is no publicity system for movable goods because all depends on possession. If someone, by successive contracts, conveys movable property to several persons, the one among them who acquired possession in good faith is preferred over the others, even if his acquisition is on a later date.The Prescription or the limitation of actionsAlmost all the rights can be extinguished by prescription. The prescription happens whenever the person holding the right fails to exercise it within the time fixed by law. The prescription aims at removing the uncertainty deriving from inactivity, taking into consideration reasons of such incapacity: the long-lasting inactivity means that the holder has no interest to the legal protection. Some rights are not subject to prescription such as non-disposable rights (personal rights related to marital and family status and certain rights vested in the individual as honour, name etc.) and other rights specified by law. Prescription begins to run from the day on which the right can be enforced. In some cases the law provides the temporary supervision of the prescription, either due to the relationship between parties or due to the conditions of certain persons. When a right is exercised, prescription is interrupted. The interruption sets the clock back to the start of the running of prescription. The interruption of prescription can be made by:1) by service of the paper by which judicial proceedings are commenced;2) by a request of arbitration;3) by any other act capable of placing the debtor in default;4) by the acknowledgment of the right by the person against whom such right can be enforced.The statutes of time limitations are mandatory and depict the length of time after which the right can be prescribed. There are two kinds of time limit of prescription:- Ordinary prescription according to which rights are extinguished after the lapse of 10 years.- Brief prescription according to which the law provided shorter time period for a series of cases. For example the right to compensation for damages arising from the circulation of vehicles of any kind is prescribed in 2 years. The renunciation of prescription can arise only with the following -A person who cannot validly dispose of a right cannot renounce the prescription of said right.-Prescription can be renounced only when its time has completely run.- Renunciation can be shown by an act incompatible with the intention to take advantage of prescription.The prescription must be pleaded (dichiarato) in court by the interested party while the termination of a right due to the passage of time may not be raised ex officio by the court. The person who spontaneously paid in fulfilment of a prescribed debt may not recover what has been paid (mh?). The presumptive prescriptionThe presumptive prescription is applied on day-to-day or occasional transactions where parties are bound orally rather that in writing (area of application). The time limit of the presumptive prescription can be between 6 months and 3 years (periods). It is based on the assumption that the debt has either been paid or is extinct, by way of another cause (feature).If a party who raises a presumptive prescription as a defence has in any way admitted, in the course of the judicial proceedings, that the obligation has not been extinguished, the defence is rejected. In the cases of presumptive prescription, the party against whom prescription has been asserted can charge the other party with an oath (giuramento) to ascertain whether extinguishment of the debt has occurred.ForfeitureForfeiture is the lapse of a right caused by failure to observe the time limit within which the law (or a contractual provision) lays down that it must be exercised. It does not take into consideration reasons of inactivity because is solely concerned with absolute certainty. The sources of forfeiture are the law and an agreement among parties. Parties can establish agreed forfeiture provided that: forfeiture is related to disposable rights and the expiration of time limit has not to make the exercise of rights too difficult for one or more parties. Forfeiture can be avoided by the acknowledgment by the person against whom the right subject to forfeiture can be enforced and parties can alter its legal regulation. Moreover forfeiture can be avoided by a contract, provisions related to disposable rights and acknowledgment of rights. Parties cannot alter its legal regulation if it is concerned with matters which cannot be disposed by parties. Burden of proofParties involved in a dispute must move for the enforcement of their own right. Consequently judges have to base their decisions on evidence submitted by the parties. Generally the plaintiff (querelante) has to prove the facts upon which their rights are based, while the defendant (imputato) has to prove the facts that extinguish or limit rights asserted by the plaintiff. Every plaintiff assumes the risk of proof: if a party does not prove the facts upon which his right is based, he is consequently unable to enforce such right. In some cases, the burden of proof is inverted in to make easier the enforcement of certain rights. Agreements whereby burden of proof is inverted are said void when the issue concerns rights that cannot be disposed or when the modification has the effect of making the exercise of a right too difficult for one of the parties involved.The elements of proof used for the establishment of a fact in truth are called evidence. Evidence is evaluated by the court endorsed of the discretionary power unless, in cases of legal evidence, evaluation is made directly according to law. A first category of evidence is the documentary evidence:-A public act is an instrument drawn with the required formalities by a notary or by another public official authorized, in the place where it is drawn, to clothe such an instrument with public reliability. A public act constitutes a full proof:- that is dawn by the public official who represents as having drawn it.- of the declarations of parties- of other facts which the public official attests to have taken place in his presence or to have been performed by himself. - Private writing constitutes full proof of the origin of the declarations set forth therein in the person who signed such writing only if the person against whom it is asserted recognizes the signature of if a signature is legally authenticated by a notary or another public official authorized through a certification that the signature was written in his presence. If the signature has not been authenticated, the date if the private writing cannot be asserted against third persons. - In proof of witness, witness can be a person who has direct knowledge of facts at issue or a third person regarding the situation involved in the law and the parties of the trial. 1) Proof by witness is admissible when there is prima facie (first sight) written evidence, which makes the fact appear likely and originates from the person whom the action is directed. Therefore proof of witness is admissible when it has been morally or materially impossible for the contracting party to secure any written evidence or when the contracting party has lost without fault the document which provided him with evidence. 2) Proof of contracts by witness is not admissible when the value of the subject matter exceeds 2,58. Moreover proof by witness is not admissible to establish stipulations that have been added or are contrary to the content of the of the document and that are claimed to have been made prior or at the same time of the document.- A presumption is an inference made by the law or by the court from a known fact, in order to arrive to a fact that is not known. Presumption can be as mere or legal.1) Mere presumptions are not established by the law but left to the prudence of the judge who shall only admit them when they are material, precise and consistent. Presumptions are not admissible when law bars proof by witnesses.2) Legal presumptions are established by the law and link some basic facts by a relationship of normal implication. The legal presumptions is known as absolute when the proof of certain facts makes the existence of the assumed facts beyond dispute (presumption cannot be contradicted) while is know as relative when the presumption can be disproved by evidence to the contrary and the burden of proof shifts: as the law presumes that a certain fact occurred, it is for the person at issues to prove the contrary. - The confession is a declaration made by one party, stating a truth of facts unfavourable to himself and favourable to other parties. Confession cannot be revoked unless it is proved that it was introduced mistake or duress. Confession is not effective unless it is originated form the person who has the capacity to dispose of the right to which the confessed facts relate. A confession is said judicial when made in the course of judicial proceedings and it has full evidentiary value against the person who made it. If it is accompanied by other declarations of facts tending to invalidate, modify or extinguish its effects, such declarations acquire full evidentiary value if the party fails to contest them. A confession is said extra-judicial when made out of the course of judicial proceedings. If is made by the opposing party, the confession has the same evidentiary value as a judicial confession. If it made by a third party, the confession shall be appraised by the judge. The confession cannot be proved by witnesses if it concerns matters for which proof by witness is not admitted. - The oath is the asseveration of fact as truthful. Oaths can be either decisory or supplemental. Through a decisory oath one party charges the other for the purpose of causing the case to be adjudged on the basis of the oath (ta fuck). Through a supplemental oath the judge charges one of the parties to confirm under oath the claim, in situation when the claim have not been fully proved or to ascertain the value of its subject matter. If one party has taken an oath, the other party is allowed to prove the contrary or to demand the revocation of the judgment, if perjury has been established. However, such party can demand for compensation for damages deriving from perjury.The law of the obligationsThe obligation is a relationship between a debtor and a creditor. The debtor has the duty to carry out a certain performance towards the creditor. Sources of obligations, according to the Art. 1173 CC are contracts, unlawful acts and any other act or fact capable for producing obligations under law. Therefore the theoretical structure of the obligation includes the active subject (creditor), the passive subject (debtor) and the performance which is capable of economic evaluation. There are 2 kind of obligations: natural and implied.The recovery of an obligation that was spontaneously given in performance of moral or social duties is not permissible, unless the performance was made by a person lacking capacity (natural obligations). Examples are a gambling debts and a payment of undue interests. On the other hand implied obligation are divided into obligation to safeguard and obligation to furnish security. Obligation to safeguard refers to the obligation to deliver a specified thing implying the obligation to safeguard such thing until delivered while obligations to furnish security refer to the bound to furnish an adequate real or personal security. Obligation is a constraint; the debtor is liable with all his present and future properties for the performance of its obligations (Art. 2740 CC). Therefore we can state that obligation includes two elements: duty and liability. In order to obtain its claim, the creditor can cause the exportation of the property of the debtor or of a third person when encumbered as security for the claim. Specific enforcement are:- Enforcement by delivery or release- Enforcement of obligation to do something- Specific enforcement of obligations to make contract- Enforcement of obligations not to do something.

The Performance An obligation is a legal duty of the debtor to either give something, do something or refrain from doing something. With the term performance we refer to the debtors conduct, capable to satisfy creditors interests with the duty to extinguish the obligation (effect). The creditor can reject a partial performance even if the performance is divisible, unless is provided by law. The debtor and creditor should behave according to good faith. In performing the obligation, the debtor shall observe the diligence of a good pater familias while, in obligations inherent to the exercise of a professional activities, diligence shall be evaluated with respect to the nature of the activity (Art. 1176 CC). If the creditor has no interests in having the debtor personally performing the obligation, the obligation itself can be performed by a third person. Moreover is important to underline that the creditor can refuse the performance offered by a third person if the debtor has notified him with its directions.If the place in which performance has to be carried out is not specified, the following rules apply:- Obligation to deliver specified thing shall be performed in the place where the things was situated when the obligation did arise. - Obligations having as subject a sum of money shall be performed at the domicile of the creditor at the time the obligation matures.- In all other cases, obligation shall be performed at the domicile of the debtor at the time the obligation matures.If the time of performance is not specified, the creditor can demand it immediately. If a specified time is needed it will be fixed by the court. If time is left to the discretion of the debtor, it is also duty of the court to establish the length according to circumstances. If time is left to the discretion of the creditor, it can be fixed by the court after a request of the debtor.Even if time limit has been established in favour of the debtor, the creditor can immediately ask for performance if the debtor has become insolvent or has reduced the security furnished or promised. The payment must be made to the creditor or its representatives or to a person authorized by law or by the court. If the payment is made to a person not entitled to receive it such person must restore it to the true creditor. The creditor who receives payment shall issue a release and make a notation of it, permitting the release of the property given as a guarantee for the debt. A debtor cannot free himself from the obligation by a performance different from that which is due, unless the creditor agrees. Payment with subrogationSubrogation is the substitution of one person or a group by another, in respect of a debt, accompanied with the transfer of the associated rights and duties. Subrogation can be effected by the creditor or by the debtor. For what concern the subrogation effected by creditor, the creditor receiving payment form a third person can subrogate him to his rights. Subrogation shall be express and be contemporary to the payment. On the other hand for what concern the subrogation effected by debtor, the debtor who borrows a sum of money or other fungible things in order to pay a debt, can subrogate the lender to the rights of the creditor, even without the consent of the latter. Subrogation is effective when:- The loan and the release are evinced by an instrument having a certain date- The instrument of the loan makes an express reference to the destination of the borrowed sum.- The release provides the declaration of the debtor regarding the origin of the sum used in the payment.

Legal subrogationLegal subrogation takes place:- In favour of an un-preferred creditor who pays another creditor that has the right to be preferred because of his privileges, pledges or mortgages.- In favour of the transferee of an immovable, who pays one or more creditors in favour of whom the immovable is mortgaged.- In favour of one, being bound with/for others for the payment of a debt, have an interest in satisfying it.- In favour of heir who pays the hereditary debts with its own wealth.Types of obligations1) Obligations between solely determinable subjects include propter rem obligations which are obligations related to a property interest or to the right of ownership and ambulatory obligation related to the relationship of one person to another.2) Multisubjective obligations regard situations in which each party may be composed by a plurality of persons. Multisubjective obligations include obligations in solido that regard situations in which several debtors are bound for the same performance, such that the performance by one discharges the others (passive). On the other hand each of the several creditors have the right to ask the entire obligation; the performance obtained by one of the debtors discharges the creditor (active). Multisubjective obligations include also separate obligations according to which each debtor is bound to pay only its share of the debt as each creditor may claim only such share.We can observe that among debtors and creditors there is an internal and an external relationship. In fact one debtor in solido cannot set up personal defences to other debtors against the creditor (External Relationship). On the other hand the internal relationship is given by the fact that the obligation is divided among the various debtors and creditors. A debtor in solido who has already covered the whole debt can only claim the co-debtor for the portion of each (recourse). If one of the debtors is insolvent, the loss is equally shared.3) Obligation having specific objectives are divided into pecuniary obligations, alternative obligations and elective obligations.- Pecuniary debts are paid with money at their nominal value. The technique used in order to maintain the purchase power after inflation is known as indexation. Such technique is used to adjust income payments by means of price index. With the Italian term debito di valuta we refer to debt which is expressed as a fixed sum of money while with the term debito di valore we refer to a debt that derives from an obligation having an object different from a sum money. The process to transform debito di valore into debito di valuta is called liquidation. Interest is a sum paid or charged for the use of money or for borrowing of money and it is expressed as the percentage of money to be paid over a given period. The legal rate of interest is usually 5% per annum, unless a different rate is fixed by parties in a writing. With the term compensative interest we refer to the liquidated claim of sum of money bear interest by operation of law. On the other hand late payment interest is the legal interest, in obligation having as object a sum of money, due from the day of the default.- Alternative obligations refer to those single obligations having as subject matters two or more performance that the debtor is obliged to perform either one of them. - Elective obligations arise when parties have agreed that, in the sole interest of the debtor, they may discharge their obligation by electing other performance.

The circulation Circulation can be divided into active side (Assignment of claims) and passive side (delegation, expromission and assumption of debt)Assignment of claims A creditor can assign his claim, even without the consent of the debtor, provided that such claim does not have strictly personal character or that law does not forbid the transfer. The parties can exclude the assignability of the claim but the agreement is not effective against the assignee, unless it is proved that the assignee itself knew of it at the time of the assignment.Moreover judges, public prosecutors of the Judiciary, clerks of the court and of the public prosecutor offices, advocates, counsellors, attorneys, pleaders and notaries cannot, subject to nullity and liability for damages, become assignees. The claim is transferred to the assignee with privileges, real or personal guarantees (fuck?). Nevertheless, the assignor cannot give to the assignee possession of things received in pledge without the consent of the pledger. With respect to the assigned debtor, the assignment is effective when the debtor has accepted it or when he has been notified of it. When the same claim has been the subject of more than one assignment to different persons, the first assignment of which the debtor has been notified or has accepted prevails even if it of a later date. When the assignment is a non-gratuitous transaction, the assignor is bound to guarantee the existence of the claim at the time of the assignment. When the assignment is gratuitous, the guarantee is due only in cases in which the law puts the burden of guarantee against eviction on the donor. The assignment does not answer for the solvency of the debtor, unless the debtor itself has undertaken to guarantee it. In such cases, the assignor is liable within the limits of what he has received. When the assignor has guaranteed the solvency of the debtor, the guarantee ceases if the non-satisfaction of the claim through insolvency of the debtor is due to negligence of the assignor in initiating and prosecuting his actions against the debtor.Delegation For what concern the process of delegation is important to point out the roles of the parties involved. The creditor is known as the delegated, the debtor as the delegor while the third party as delegee. There are different kinds of delegation:- In the delegation promittendi the debtor assign to the creditor a new debtor, who binds himself to the creditor.- In the delegation solvendi the debtor delegates to a third person to make the payment. - In the cumulative delegation the debtor , who has assigned to the creditor a new original debtor, is not discharged but the creditor has to first ask for performance .- In discharging delegation the debtor is discharged thanks to an express declaration of the creditor.It is important to underline that the third person delegated to make the payment, is not bound to accept the obligation. Moreover the delegor can revoke the delegation until the time when the delegee has assumed the obligation or has made the payment. The delegee can assume the obligation or make the payment even after the death of the delegor. The delegee can interpose against the creditor defences connected with his relationship with him, but he cannot interpose defences connected with his relationship with the delegor. ExpromissionExpromission refers to the situation in which a third person who, without declaration of the debtor, assumes the obligation of the debtor to the creditor. Such person is bound in solido the original debtor, unless the creditor expressly releases the latter. The third person can interpose defences which the original debtor has set up against the original creditor, unless such defences are personal to the original debtor.

Assumption of the debt Assumption of the debt refer to a situation in which the debtor and a third person agree that the latter shall assume the debt of the former and the creditor can adhere the agreement which becomes irrevocable. The original debtor is released only if it is expressed in the conditions of the agreement or if the creditor expressly releases him. If not, he is bound in solido with the third. The third can interpose defences against the creditor founded on the contract. Assumption can be either cumulative or discharging.There are other ways, besides performance, to extinguish obligations:- NovationWith the term novation we refer to those situation in which the obligation is extinguished when the parties substitute it with a new obligation having different object or source. Of course the novation has no effect if the original obligation did not exist. When the original obligation arose form a voidable transaction, the novation is valid only if the debtor assumed the new obligation knowing the defect in the original one.- Remission of the debt: The remission of the debt arises when the declaration of the creditor remitting the debt extinguishes the obligation. The obligation is extinguished once is communicated to the debtor unless the debtor declares within a reasonable time that he does not want to avail himself to it. A remission of debt granted to the principal debtor discharges the sureties (garanti). Moreover a remission granted to one of the sureties does not discharge the other sureties; they remain in fact liable for the full amount even if they consent to the release. CompensationCompensation arises when two persons are obliged to each other. Both debts are extinguished to the extend of their corresponding amounts, in accordance with the following rules:- Both debts are extinguished form the day they co-exist- The court cannot apply it ex-officio- Compensation is not barred by prescription, unless such prescription was completed on the same day the debts began to co-exist.- Compensation takes place only between two debts whose object is a sum of money or a quantity of fungible things of the same kind that are equally liquidated and collectable in operation of law and equally susceptible of easy and prompt liquidation and collectable for judicial declarations. - Compensation does not take place in cases of:1) Claims for the restitution of things of which the owner has been unjustly deprived.2) Claims for the restitution of things which have been deposited or loaned for use.3) Claims which have been declared exempt from attachment4) Renunciation of compensation, in advance, by the debtor.5) Prohibition established by lawCompensation can be claimed by third party sureties as well. A surety can claim in compensation a debt which the creditor owes to the principal debtor. Merger (fusion): Merger arises in situation in which the qualities of debtor and creditor are united in the same person. It follows that the obligation is extinguished.Supervening impossibility of performance not imputable to the debtorAn obligation is extinguished when its performance becomes impossible for a cause not imputable to the debtor. If such impossibility is temporary, the debtor is not liable for the delay in performance. The obligation is extinguished if the impossibility continues until the debtor cant no longer bound to perform such obligation. A performance that has, as its subject matter, a specified thing is considered to be impossible when such thing is lost without the possibility to prove its destruction. If the performance has become impossible only in part, the debtor can extinguish the part he is able to extinguish. The Law of Contract A contract is the agreement of two or more parties to establish, regulate or extinguish a patrimonial legal relationship among themselves. The contract as the force of law between parties and is a binding agreement. The aim of contract is to freely regulating conduct of the parties involved. The requisites of the contract, besides its economic content are:agreement of the parties, cause (social and economic function), subject matter (possible, lawful, determined or determinable) and form when prescribed by law under penalty of nullity. The form of a contract can be:- Simple written form with signature- Written form with authenticated signature (Land register)- Written form with authenticated content which refers the will of the parties (Public Act) Parties can freely determine the contents of a contract within the limits imposed by law and make contracts that are not particularly regulated. Moreover parties must provide that the contract aim is to realizing interests worthy of protection according to the legal order. The doctrine of privity of contract provides that a contract cannot confer rights or impose obligations on any person different from the parties involved. Such principle is excepted for contracts that provide benefits to the third party. All the contracts are subject to the general rules provided in the second title of the 4th book of the General provisions of the Civil Code. The nominative contracts include general rules on contract and specified rules about nominate contracts while innominate contract include only general rules on contracts.The unilateral acts are the acts, generating legal effect, that originate from the will of a single part. Formation of contract Since the aims of contract is to enforce the will of parties the first step in the formation of a contract is the agreement. The expression and convergence of parties will that lead to the formation of contracts can be either explicit or tacit. Explicit when the will is communicated by words while tacit when no express sign has been used to communicate the will, but the objective conduct implies the parties will to enter into contract. The formation of contract is Is modelled by an exchange of offer and acceptance. The offer is the manifestation of will by which the offeror offers to the other party to enter into contract while acceptance is the manifestation of will by which the offeree communicates his consent to the terms of the offer receied. The contract is formed when the offeror has knowledge of the acceptance of the offere. Such acceptance must reach the offeror within the time set by the latter or within the ordinary time according to the nature of the transaction. Moreover the offeror can treat the late acceptance as effective, provided that he immediately informs the other party. When the offeror requires a specific form of acceptance the acceptance given in a different form is ineffective. An offer can be revoked until the contract is concluded while the acceptance can be revoked only if the revocation comes to the knowledge of the offeror before the acceptance itself. An offer, acceptance or their revocation directed to a give person, are deemed to be known at the moment they reach such person (presumption of knowledge). When performance takes place before reply by the acceptor, the contract is concluded at the time and place at which performance begins. The acceptor must give notice of the beginning of performance, if he does not so he is liable for damages. If the offeror has bound himself to keep the offer open for a certain time, revocation has no effect. If the offeror did not fix a time limit for the acceptance the court can establish it. Call optionThe buyer of the call option has the right to buy an agreed quantity of a good, a particular commodity or financial instrument from the seller at a certain time (expiration date) and price (strike price). The seller or writer is obliged to sell if the buyer decides to buy them (the buyer pays a fee/premium for such right). Put option is a contract that gives to the owner of the put the right to seel an asset (called underlying) at a specified price by a predetermined date to a given party.If other parties can adhere to a contract and no manner of adherence has been established, the question can be directed by the original contracting parties.An offer to the public is effective when it contains the essential terms of the contract. Its revocation on the other hand is effective even if one of the public has no notice of it. Parties in negotiation and formation of contract should behave according to good faith, A party who knows a reason for invalidity of the contract and does not give notice to the other party is bound to compensate for damages suffered by the latter related on the validity of the contract. Pre-contractual liability is subject to two limits: (1) in case of conclusion of a valid contract there is no liability and (2) compensation only for costs and earning lost (negative interest) during negotiations. Pre-contractual liability is effective when a party, aware f a reason of invalidity of contract, fails to communicate it to the other party.Nullity of contract A contract that is contrary to mandatory rules and lacks of at least one of the requisites of the contract is void, unless the law provided otherwise. Partial nullity of the contract or nullity of single clauses brings to the nullity of the entire contract. It is important to underline that the nullity of a single clauses does not import the nullity of the entire contract when the void clauses are substituted by mandatory rules. Nullity can be claimed by anyone who has an interest and can be found ex officio by the court. The action for a declaration of nullity is not subject to prescription except for the effects of usucaption and of prescription of actions for restitution. A void contract can produce the effects of a different contract, of which it has the requisites and form. The nullity of a contract works retrospectively between the parties and in relation to a third party as well, even if they are in good faith or they have acquired their right by onerous title. Nevertheless annulment that is not based on legal incapacity does not prejudice rights acquired by third person by a non-gratuitous transaction.Action for annulment -There are several situations having effects for the annulment of a contract. For example the contract is voidable if one of the parties was legally incapable of contracting (e.g. minor) or if the person was incapable of understanding or intending (Incapacity). -Another cause for annulment of a contract is the presence of a mistake which is essential and recognizable by the other contracting party. A mistake is recognizable when it would be detected by a person of normal diligence. On the other hand a mistake is essential when: (1) it concerns the nature or the object of the contract, (2) it concerns the identity of the object of performance or a quality of such object which should be considered determinative of consent, (3) it concerns the identify or personal qualities of the other contracting part or regards the only or principal reason for entering into contract. - Duress is another cause for annulment of a contract even if it exerted by a third person. To annul a contract duress has to impress a reasonable person by causing him fear that he himself or his property will be exposed to an unjust injury. - Fraud arises in situation in which the deception by one of the party was such that, without it, the other party would not have entered into contract. The action for annulment is prescribed in 5 years. When voidalibility depends on defects in consent or legal incapacity, time runs form the day on which they are discovered while in other cases, time runs from the day the contract is made. The contracting party entitled to sue for annulment can validate the voidable contract by a declaration which contains a reference to the contract, the cause of its voidalibility and his intention to validate it. Non-essential elementsNon-essential elements to validity of the contract are used by the contracting parties to enforce the effects of their contract. Condition is a non-essential element and refers to a future and uncertain even upon the happening of which depends the beginning of effectiveness of a contractual obligation or its termination. In common law a condition may be express or implied, precedent or subsequent:- An express condition is clearly stated in specific terms in a contract.- An implied condition is presumed by law upon the nature of a particular transaction.- A precedent condition must occur before a right matures- A subsequent condition means that a right may be taken away from someone by basing on the occurrence of a specified eventThe parties can influence the effectiveness (suspensive) or the dissolution (resolutive) of the contract or of a single clause upon a future and uncertain event. The condition, whether suspensive or risolutive, does not have to be contrary to mandatory rules, public policy or morals. Impossible conditions make the contract void if it is suspensive or treat the contract as non-existent if it is risolutive. During the pendency of a suspensive, the transferee of a right can take precautionary measures while during the pendency of a risolutive condition, the transferee of a right can exercise his right but the other party can take precautionary measures. In general, one who has a right subject to a suspensive or risolutive condition, can dispose of it during the pendency of the condition, but the effect of each act of disposition are subject to the same condition (Miao?). Moreover a condition is considered as fulfilled when it fails for a cause imputable to the party who had an interest contrary to its fulfilment. The effects of fulfilment of condition retroact to the time the contract was made, unless otherwise provided by the intention of the parties. Time is a future and certain event upon the happening of which depends the beginning of effectiveness of a contractual obligation or its termination. Interpretation of the contractWhen interpreting a contract, it shall be sought the common intent of the parties, by taking into account the general course of their behaviour. Every clause of a contract is interpreted with reference to all the others, attributing to each of them the meaning of the act as whole. It is important to underline that the contract shall be interpreted according to good faith. With the term preservation of contract we refer to interpretation of the contract and of the individual clauses and their effect, especially in case of doubt. Ambiguous clauses are interpreted according to the general interpretative practices in the place in which the contract was concluded. In case doubt arose from the presence of expression with several meanings, such expression shall be understood in the sense most suitable to nature and object of the contract. Provisions contained un the standard conditions of a contract or in form of formularies prepared by one of the contracting parties, are interpreted, in case of doubt, in favour of the other (Interpretation against author of provision). If the contract remains obscure, it shall be interpreted in the least burdensome sense for the debtor when the contract is gratuitous or with equal recognition of the interest for the parties when the contract is non-gratuitous). Effect of contractA contract has the force of law between the parties. It cannot be dissolved except by mutual consent or for causes permitted by law. Anyhow, a contract does not produce effects with respect to third parties except in cases provided by law. A contract in favour of a third party is valid only if the stipulator has an interest in it. The contract can be revoked until the third person declares that he wants to avail himself of it; in case of revocation, the obligation of performance of stipulator remains, unless otherwise provided by parties or nature of contract. If performance to the third person has to be made after the death of the stipulator, the latter can revoke the benefit by a testamentary provision. While in the case the third person dies before the stipulation, if there is no revocation, performance shall be made in favour of heirs of the third person. The stipulator can raise against third person just defenses based on the contract they stipulated. Contracts having as object the transfer of ownership of a specified thing or a property interest, are considered as contracts transforming the right of effetti reali acquired thanks to the agreement of parties regulated by law. When the objective of the contract is a specific mass, it must be counted and weighted while, when it is a thing specified only as to kind, its identification by parties is required. Prohibition against alienation is effective between parties only if it is limited to a period of time and if it responds to an interest to one of the parties.By preliminary contract, parties stipulate that a definite contract will be signed within a prescribed time (no more than 3 years). Preliminary contracts for sale of immovable or transfer of ownership may be registered in the Land Register. The framework agreement is an agreement with suppliers to establish terms of making specific purchase that may be awarded during the life of the agreement. Such agreement is not binding to a specific contract; contrary in preliminary contract, parties are legally bound by it.Representation The representative/agent is the subject who acts on behalf of another (the represented/ principal). The power of representation is conferred by law or by the principal and is related to a specific position in the legal entities. In a direct representation the agent acts in name and on behalf of the principal. The contract made by the agent produces effects directly as to the principal. On the other hand in a indirect representation the agent acts in his own name but on behalf of the principal. The agent acquires rights and assumes duties arising from transactions with third persons.Direct representationThe power of attorney (POA) is a written authorization to represent or act on anothers behalf in private affairs, business or some other legal matter. The power of attorney may be limited to a specified act or type of act (special), allows the agent to make all personal decisions (general) and temporarily limited. The power of attorney is effective only if is conferred with the formalities prescribed for the contract that is to be made by the representative. A contract made by a representative in the name and interest of the principal, within the limits of power conferred to the representative, produces effects directly as to the principal. The modification and revocation of power of attorney must be notified to third persons in order to be effective. The representative is bound to return the document evidencing his powers. When a power of representation is conferred by a principal, it is sufficient for the validity of the contract made by the representative that the former has the capacity to understood and intend, provided always that the principal has legal capacity. A contract is voidable if the consent of the representative is defective. A contract made by the representative in conflict with the interests of the principal can be annulled at the request of the principal, if the conflict was known by the third person. A person, who has contracting as a representative without having the power to do so or in excess of authority conferred, is liable for damages suffered by the third person who relied on the validity of the contract. In case of representation without powers, contract can be ratified by the principal; such ratification has a retroactive effect. Third person and the principal can dissolve the contract by agreement prior to ratification.Indirect representationThe indirect representation is regulated by the presence of the mandatory. A mandate is a contract whereby one party binds himself to accomplish one or more legal transaction for the account of another. The mandate covers not only the acts for which it was granted, but also those necessary to perform such acts. Indirect representation is supposed to be non-gratuitous: if parties have not established an amount, it is determined in the basis of the trade rates or by the court. If the power to act in the name of the principal has been given to the mandatory the provisions of direct representation also apply. A mandatory acting in his own name acquires rights and assumes duties arising form transaction with thirds persons. It is important to underline that third persons have no relationship with the principal. The principal can claim movables acquired for his account by the mandatory who has acted in his own name, without prejudice to the rights of third persons as a result of good faith possession. If the things acquired by the mandatory consist of immovables or movables registered in public registers, the mandatory is under an obligation to transfer such things to the principal. Therefore creditors of a mandatory cannot enforce their rights on property acquired by the mandatory itself. The mandatory is not liable for obligations of third persons who have contracted with him, unless at the time the contract was made the former knew about the clients insolvency. The mandate is extinguished by: expiration of time limit or accomplishment if transaction, revocation by the principal, renunciation by mandatory or death or incapacity to supervise of either the principal or the mandatory. If it was agreed that the mandate was irrevocable, if the principal revoke such mandate is liable for damages. A mandate given in the interest of the mandatory or of a third person, cannot be revoked by the principal, unless otherwise is agreed. Appointment of a new mandatory or accomplishment by the principal implies a revocation of the mandate. The revocation of a non-gratuitous mandated makes the principal liable for damages if the revocation was made before the expiration of time limit agreed. On the other hand a mandatory which renounces the mandate without a Just cause, must compensate the principal for damages. Nomination of contract When a contract is made, a party can reserve the power to subsequently name the person who will acquire right and obligations arising from the said contract. Nomination must be communicated to the other party within 3 days form the making of the contract, unless different time has been established by the parties. It is important to underline that nomination is not effective unless accompanied by the acceptance of the person named or if it exist already a power of attorney. The nomination and the power of attorney or acceptance, do not have effects unless they are made in the same form of the contract. If the contract requires a form of publication to produce certain effects, the nomination, in order to have such effect, must also be published. The effect of the nomination start from the date the contract is made. If nomination is not made within the time set by law, the contract produces effects only between the original contracting parties. Assignment of contractIn a relationship arising from a contract for mutual counter performances each party can substitute for himself a third person, provided that the other party consent to it. Substitution is valid from the time the other party has been notified an consequently has accepted it. The assignor is release from his obligation to the other contracting party from the moment the substitution becomes effective. The other contracting party can sue the assignor whenever the assignee fails to perform the obligation assumed. The original contracting party can raise against the assignee all defenses only arising from the contract, but not those based on other relationship with the assignor. The assignor in fact is only bound to guarantee the validity of the contract since he is liable as surety for the obligations of the original contracting party.The sham contractThe shame contract is form a simulation. A contract is a simulation when, by mutual agreement, it does not express the true intent of the parties. There are 2 types of simulation, absolute when parties want the contract to produce no effect between them and relative when parties want the contract to produce effects between them, but different from those recited in the contract. If the true intent is expressed in a separate writing, such writing is known as counter-letter. E.g. of counter letter: Mario has a lot of creditors. To avoid the confiscation of his assets, he goes through a sham sale of his house to Mike. Mario and Mike agree that they do not actually want any transfer of ownership of the house, but mike will be formally registered as the owner of the house. Third persons or creditors can plead simulation against the contracting parties, when it is prejudicial to their rights while contracting parties cannot use simulation as a defense against third parties or creditors, who have acquired rights in good faith from the apparent owner of the right. Evidence of simulation is admissible in the form of testimony without limitation, if the action is brought by third persons or creditors or when it is direct toward proof even by the parties of the unlawfulness of the underlying contract.Rescission of the contract In Italian law, rescission is a remedy related to the unfairness of a contract related to certain situations such as contract concluded in state of danger or general action of rescission for legion: the former refers to a contract by which a party assumes obligations under unfair conditions because of necessity for saving himself of others from a danger of serious personal injury which was known by the other party. Such contract can be rescinded on demand of the party who assumed such obligation. On the other hand the latter refers to a situation in which there is disproportion between the performance of one party and that one of another. Such disproportion was the result of a state of need of one party, of which the other has availed himself for a proper performance. The injured party can demand rescission of contract. The action of rescission is prescribed in 1 year form the formation of the contract. The contracting party against whom the rescission is demanded can avoid it by offering a modification of the contract sufficient to restore it to an equal basis. Rescission does not prejudice rights acquired by third persons, except for the effects deriving form the transcription of the petition for rescission. The Law of specific ContractSale is a contract having as its object the transfer of the ownership of a thing or other rights in exchange for a price. There are 2 effects deriving from a sale contract: obligations and the transfer of ownership (or property interest). A contract having as its objective the transfer of ownership is considered as a contract transferring the right of effetti reali, which is acquired thanks to the lawfully express agreement of the parties. vendita ad effetti reali transfers the ownership while vendita ad effetti obligatori produces the obligation to transfer the ownership. Moreover the seller has several obligations:- The seller must deliver the thing to the buyer. The thing shall be delivered in the condition in which it was at the time of the sale, together with the accessories and deeds related to the ownership and use of the thing sold.- cause the buyer to acquire ownership or other right in the thing, if such acquisition is not an immediate consequence of the contract (Vendite obbligatorie)- to warrant the buyer against eviction and defects in the thing sold.Vendite obbligatorieExamples of vendite obbligatorie may be:1) Sale of things specified only as to kind, requires the identification by the parties. 2) Sale of future things; the acquisition of ownership occurs as soon as the thing comes into existence3) Sale of anothers thing (mh)If at the time of the contract the thing sold was not owned by the seller, the seller is obliged to cause the buyer to become the owner at the moment he acquires the thing from the former owner. A buyer can request the dissolution of the contract if, at time it was concluded, he did not know that the thing was not owned by the seller. In such cases the seller is bound to restore to the buyer the price paid, even if the thing has diminished in value or has been damaged, and reimburse for expenses made under the contract. If the thing the buyer considered property of the seller was owned only in part by others, the buyer can demand dissolution of the contract and compensation for damages according to the preceding rules.Usually eviction consist of ousting a tenant from a real property when the buyer has breached the terms of the lease, or when he has stayed after the term of the lease has expired. If the buyer suffers total eviction of the thing, the seller is bound to compensate him for damages. A buyer who is sued by a third person claiming rights in the thing sold, shall join the seller as defendant; if the final judgment is rendered against him, he loses his right to the warranty. Warranty can be excluded or modified by agreement: parties for example can agree that the seller is not subject to any warranty. Nevertheless, despite of exclusion, the seller is always liable for eviction caused by his own acts allowing the buyer to demand the restitution of price paid and the reimbursement for expenses. A seller is bound to warrant that the thing sold is free of defects: An agreement excluding or limiting such warranty has no effect if the seller has, in bad faith, omitted to mention such defects to the buyer. Warranty is not applicable if the buyer knew of the defects at the time the contract was made. The buyer can demand the dissolution of the contract (if the thing is destroyed as a result of defects) or reduction of the price (if the thing is destroyed as a result of a fortuitous event). Buyer can ask for dissolution when the thing acquired lacks the qualities promised or those essential for the use. In case of dissolution, the seller returns the price paid and reimburses expenses to the buyer, while the latter returns the thing unless it has been destroyed. The buyers loses the right of warranty if he fails to notify the seller of the defects within 8 days, unless a different time limit is established by parties or by law. In all cases the action is prescribed in one year from the delivery. The buyer is bound to pay the price within the time and in the place fixed by contract or, in the absence of agreement, at the time and place where delivery is made. Redemption Agreement (riscatto)The seller can reserve the right to reacquire ownership of the thing by restitution of the price and reimbursement established by the following provisions:- An agreement to return a price higher than that stipulated is void- Time limit for redemption cannot be greater than 2 years in sale of movables and 5 years in sales of immovable-The seller loses his right of redemption, if he fails to notify his intention to redeem and restore price paid and reimbursement of the expenses within the time stipulated. If the buyer refuses the reimbursement, the seller loses his right of redemption, unless he makes a tender of payment within 8 days after the expiration of the time limit.Sales with reserved ownershipReservation of ownership by the seller can be set up against creditors of the buyers, if it appears form a written document evidenced by a date prior to the date of the attachment. Reservation can also be set up against a third person, if sales concern machinery and price exceeds thirty thousand lire, provided that the agreement was registered where the machinery was located and that the acquisition took place in the same place where such registration was made. In instalments sales in which ownership is retained by the seller, the buyer acquires ownership of the thing upon payment of the last instalment of price assuming the risks form the time of delivery. If the contract is dissolved due to the non-performance, the seller must return the instalments he has received, subject to his duty of fair compensation for use of the thing and possible damages. Possession Possession is the power over a thing, expressed in the exercise of the right of ownership or property interest. Possession and ownership usually coincided: the owner is in fact a possessor. One can posses directly or through another person who has custody of the thing. In such matter is important to underline that the custodian recognizes that someone else is the owner. The person to whom movable good are transferred by someone who is not the owner, acquires ownership through possession, provided that he is in good faith at the time of the transfer and an appropriate title is present for the transfer of ownership. If someone has been violently or secretly deprived of possession, he can, within one year from the loss, sue the taker for recovery of possession. Restoration of possession is ordered by the court, based on common knowledge of the fact. The ownership of immovable goods is acquired through continued and uninterrupted possession for 20 years.Non-performanceWhen the debtor does not render due performance is liable for damages, unless he proves that the non-performance or delay was due to impossibility of performance for a cause not imputable to him. The debtor is first placed in default by means of a notice or a request made in writing. In such cases, he is not discharged by impossibility of performance for a cause not imputable to him, unless he proves it. Measures of damages include the loss sustained by the creditor and the lost profits related. In pecuniary obligations, legal interest is due from the date of default. The creditor who proves to have suffered greater damages is entitled to additional compensation from the party in delay. Non-negotiated contractsIn non-negotiated contracts one contractual party drafts the standard terms of the contract (aimed at uniformity), which become effective if, at the time of entering the contract, the other party knew of such terms. Non negotiated contract stipulated between a business (professional purposes) and a consumer (outside profession) are drafted by the business through standard trade terms or for individual use. A contractual term is unfair if it causes a significant imbalance between rights and duties. The right of withdrawal may be granted by law or established by contract. If a right to withdrawn is stipulated has the penalty functions to compensate for the withdrawn.Right of ownership and property interestThe owner has the right to enjoy and dispose of things fully and exclusively, within limits and duties established by law. Such limits include: spiteful exercise of a legal right (the owner cannot do acts aimed to troubling others and general emission (emission of smoke, noises, vibrations that exceed the tolerable level for the give site). Acquisition of ownership can be distinguished in original acquisition, established through possession and derivate acquisition, established through sale and purchase or succession. The property interests include usufruct, predial servitude, mortgage and pledge.- Usufruct: the usufructuary has the right to enjoy the thing he owns, by respecting its use.- Predial Servitude: the owner has the burden of giving the right access to another person.- Mortgage: security on immovable goods that requires registration (publicity)- Pledge: security on movable googs that requires possession.Pledge and mortgage give a right of priority to other creditors from the sale of a specific thing.Termination of contract can derive:-By non-performance; for example in contracts providing the mutual counter performances, when one party fails to perform his obligations, the other can demand either performance or termination. Contracts cannot be dissolved if the non-performance has a minimal negative effect on the interest of the other party. Contrary in court the contract can be dissolved by a judgment. On the other hand out of court, contract can be dissolved by a notice to perform, if the performance has not been rendered within the time promised and by an explicit termination clause. Moreover the contract can be dissolved if parties do not want to demand performance after the expiration of time.- By supervising impossibility: impossibility of performance leads to the termination of contract without a declaration of the party or of the judgment- By exercising onerousness: if the performance became excessively onerous for one of the party, the party who owes it can demand for termination of contract.

Tort Liability Any intentional negligent fact that causes unfair injury to another, obliges those who committed to pay damages (tort liability). Damages can be economic loss, physical loss, pain and suffering. Unlike the liability of the debtor for non-performance, tort liability does not arise form a relationship between parties. However, a person who is incapable of understanding an intending committed the act is not liable for damages, unless its incapacity was caused by his own fault. SecuritySometimes debtors assets are creditors securities. Creditor can expropriate the debtors asset through the enforcement proceedings (generic security). On the other hand unlimited security refers to the fact that limitations upon liability are not allowed, except otherwise provided by law.It is important to underline that each creditor is equally entitled to be satisfied on the debtors assets (par-condicio creditorum) , except the ground got priorities. Remedies to protect rights of creditors are: derivate action in order to ensure satisfaction or preservation of rights and action pauliana.