§ 4764. Enforcement of penal law, penalty or forfeiture Neither specific nor preventive relief can be granted to enforce a penal law, except in a case of nuisance and except as specifically authorized by law, nor to enforce a penalty or forfeiture in any case. Subchapter II-Specific Relief Article A-Possession of Personal Property § 4781. Specific delivery A person having the possession or control of a particular article. of personal property, of which he is not the owner, may be compelled specifically to deliver it to the person entitled to its immediate possession. Article B-Specific Performance of Obligations § 4791. Specific performance Except as otherwise provided in sections 4792-4797 of this title, the specific performance of an obligation may be compelled. § 4792. Mutuality of remedy Neither party to an obligation may be compelled specifically to perform it, unless the other party thereto has performed, or is compellable specifically to perform, everything to which the former is entitled under the same obligation, either completely or nearly so, together with full compensation for any want of entire perform ance. 84793. Contract signed by only one party A party who has signed a written contract may be compelled specifically to perform it, though the other party has not signed it, if the latter has performed, or offers to perform it on his part, and the case is otherwise proper for enforcing specific performance. § 4794. Contract imposing penalty or liquidated damages A contract otherwise proper to be specifically enforced, may be thus enforced, though a penalty is imposed, or the damages are liquidated for its breach, and the party in default is willing to pay the same. § 4795. Obligations not specifically enforceable The following obligations can not be specifically enforced: (1) an obligation to render personal service; (2) an obligation to employ another in personal service; (3) an agreement to submit a controversy to arbitration; (4) an agreement to perform an act which the party has not power lawfully to perform when required to do so; (5) an agreement to procure the act or consent of the wife of the contracting party, or of any other third person; or (6) an agreement, the terms of which are not sufficiently certain to make the precise act which is to be done clearly ascertainable. § 4796. Parties who can not be compelled to perform Specific performance can not be enforced against a party to a contract: (1) if he has not received an adequate consideration for the contract; (2) if it is not, as to him, just and reasonable; (3) if his assent was obtained by the misrepresentation, concealment, circumvention, or unfair practices of any party to whom performance would become due under the contract, or by any promise of that party which has not been substantially fulfilled; or (4) if his assent was given under the influence of mistake, misapprehension, or surprise, except that where the contract provides for compensation in case of mistake, a mistake within the scope of the provision may be compensated for, and the contract specifically enforced in other respects, if proper to be so enforced. § 4797. Parties not entitled to specific performance Specific performance can not be enforced in favor of a party who has not fully and fairly performed all the conditions precedent on his part to the obligation of the other party, except where his failure to perform is only partial, and either entirely immaterial, or capable of being fully compensated, in which case specific performance may be compelled, upon full compensation being made for the default. Article C-Revision of Contracts 8 4811. When contract may be revised When, through fraud or a mutual mistake of the parties, or a mistake of one party, which the other at the time knew or suspected, a written contract does not truly express the intention of the parties, it may be revised on the application of a party aggrieved, so as to express that intention, as far as it can be done without prejudice to rights acquired by third persons, in good faith and for value. § 4812. Presumption as to intent of parties For the purpose of revising a contract, it must be presumed that all the parties thereto intended to make an equitable and conscientious agreement. § 4813. Principles of revision In revising a written instrument, the court may inquire what the instrument was intended to mean, and what were intended to be its legal consequences, and is not confined to the inquiry what the language of the instrument was intended to be. § 4814. Enforcement of revised contract A contract may be first revised and then specifically enforced. Article D-Rescission of Contracts § 4821. Grounds for rescission The rescission of a written contract may be adjudged, on the application of a party aggrieved: (1) in any of the cases mentioned in section 1292 of this title; (2) where the contract is unlawful, for causes not apparent upon its face, and the parties were not equally in fault; or (3) when the public interest will be prejudiced by permitting it to stand. § 4822. Rescission for mistake Rescission cannot be adjudged for mere mistake, unless the party against whom it is adjudged can be restored to substantially the same position as if the contract had not been made. 8 4823. Court may require party rescinding to do equity On adjudging the rescission of a contract, the court may require the party to whom the relief is granted to make any compensation to the other which justice may require. Article E-Cancellation of Instruments § 4831. Grounds for cancellation A written instrument, in respect to which there is a reasonable apprehension that if left outstanding it may cause serious injury to a person against whom it is void or voidable, may, upon his application, be so adjudged, and ordered to be delivered up or cancelled." § 4832. Instrument obviously void An instrument, the invalidity of which is apparent upon its face or upon the face of another instrument which is necessary to the use of the former in evidence, is not to be deemed capable of causing injury, within the provisions of section 4831 of this title. § 4833. Cancellation in part Where an instrument is evidence of different rights or obligations, it may be cancelled in part, and allowed to stand for the residue. § 4834. Lost or destroyed private documents; establishment; issuance of duplicate; security An action may be maintained by a person interested in a private document or instrument in writing, which has been lost or destroyed, to prove or establish the document or instrument or to compel the issuance, execution, and acknowledgment of a duplicate thereof. If the document or instrument is a negotiable instrument, the court shall compel the owner thereof to give adequate security or an indemnity bond to the person reissuing, reexecuting, or reacknowledging it, with sureties approved by the court, against loss, damage, expense, or other liability which may be suffered by him by reason of the issuance of the duplicate instrument or by the original instrument still remaining outstanding. Subchapter III-Preventive Relief § 4851. Method of granting preventive relief Sec. Preventive relief is granted by injunction, preliminary or final. CHAPTER 113-TORTS ARISING FROM SINGLE PUBLICATION 4891. One cause of action for single publication; damages. 4892. Judgment as bar to other actions. 4893. Uniformity of interpretation. 4894. Short title. 4895. Existing causes of action. § 4891. One cause of action for single publication; damages A person may not have more than one cause of action for damages for libel or slander or invasion of privacy or any other tort founded upon any single publication or exhibition or utterance, such as any one edition of a newspaper or book or magazine or any one presentation to an audience or any one broadcast over radio or television or any one exhibition of a motion picture. Recovery in any action shall include all damages for any such tort suffered by the plaintiff in all jurisdictions. § 4892. Judgment as bar to other actions A judgment in any jurisdiction for or against the plaintiff upon the substantive merits of any action for damages founded upon a single publication or exhibition or utterance as described in section 4891 of this title shall bar any other action for damages by the same plaintiff against the same defendant founded upon the same publication or exhibition or utterance. § 4893. Uniformity of interpretation This chapter shall be so interpreted as to effectuate its purpose to make uniform the law of those states or jurisdictions which enact it. § 4894. Short title This chapter may be cited as the Uniform Single Publication Act. § 4895. Existing causes of action This chapter is not retroactive as to causes of action existing on January 2, 1963. CHAPTER 115-SPECIAL RELATIONS OF DEBTOR AND CREDITOR SUBCHAPTER I—GENERAL PRINCIPLES Bee. 4931. Debtor defined. 4932. Creditor defined. 4933. Validity of debtor's contracts. 4934. Payments in preference. 4935. Relative rights of different creditors; marshaling assets. BUBCHAPTER II-FRAUDULENT INSTRUMENTS AND TRANSFERS 4951. Transfers, etc., with intent to defraud creditors. 4952. Transfers and liens without delivery presumed fraudulent. 4953. Avoidance only where enforcement of creditor's right obstructed. SUBCHAPTER III-ASSIGNMENTS FOR BENEFIT OF CREDITORS 4971. When debtor may execute assignment. 4972. Form of assignment. 4973. Custody of property; creditors' meeting; election of assignee. 4974. Marshal's fees. 4975. Powers and duties of elected assignee. 4976. Insolvency defined. 4977. Transfers not affected. 4978. Debts which may be provided for. 4979. Void assignments. 4980. Assignment to be in writing; acknowledgment; recording. 4981. Compliance with formalities necessary to validity. 4982. Title of assignee; rights of third parties. 4983. Inventory. 4984. Assignor's affidavit; assignee's inventory; examination of assignor; production of papers. 4985. Recording assignment and filing inventory. 4986. Invalidity for failure to record assignment and file inventory. 4987. Marshal's bond: assignee's bond; removal of assignee. 4988. Assignee's authority; notice to creditors; dividends; delayed claims; se cured creditors. 4989. Accounting of assignee. 4990. Exempt property. 4991. Commissions of assignees. 4992. Assignees protected for acts done in good faith. 4993. Modification of assignment. Subchapter I-General Principles § 4931. Debtor defined A debtor, within the meaning of this chapter, is one who, by reason of an existing obligation, is or may become liable to pay money to another, whether the liability is certain or contingent. § 4932. Creditor defined A creditor, with the meaning of this chapter, is one in whose favor an obligation exists, by reason of which he is, or may become, entitled to the payment of money. § 4933. Validity of debtor's contracts In the absence of fraud, every contract of a debtor is valid against all his creditors, existing or subsequent, who have not acquired a lien on the property affected by the contract. § 4934. Payments in preference A debtor may pay one creditor in preference to another, or may give to one creditor security for the payment of his demand in preference to another. § 4935. Relative rights of different creditors; marshaling assets Where a creditor is entitled to resort to each of several funds for the satisfaction of his claim, and another person has an interest in, or is entitled as a creditor to resort to some, but not all of them, the latter may require the former to seek satisfaction from those funds to which the latter has no such claim, so far as it can be done without impairing the right of the former to complete satisfaction, and without doing injustice to third persons. Subchapter II-Fraudulent Instruments and Transfers § 4951. Transfers, etc., with intent to defraud creditors Every transfer of property or charge thereon made, every obligation incurred, and every judicial proceeding taken, with intent to delay or defraud any creditor or other person of his demands, is void against all creditors of the debtor, and their successors in interest, and against any person upon whom the estate of the debtor devolves in trust for the benefit of others than the debtor. § 4952. Transfers and liens without delivery presumed fraudulent (a) Except as provided in subsection (b) of this section, every transfer of personal property and every lien on personal property, made by a person having at the time the possession or control of the property, and not accompanied by an immediate delivery followed by an actual and continued change of possession of the things transferred, is conclusively presumed fraudulent and void as against: (1) persons who are creditors of the transferor while he remains in possession, and the successors in interest of such creditors; (2) persons on whom the transferor's estate devolves in trust for the benefit of others than the transferor; and (3) purchasers or encumbrancers in good faith subsequent to the transfer. (b) This section does not apply to: (1) things in action; (2) ships or cargoes at sea or in a foreign port; (3) mortgages allowed by law, or contracts of bottomry or respondentia; (4) a sale, transfer, assignment, or mortgage made under the direction or order of a court of competent jurisdiction, or by an executor, administrator, guardian, receiver, or other officer or person acting in the regular and proper discharge of official duty or in the discharge of any trust imposed upon him by law; (5) a transfer or assignment, statutory or otherwise, made for the benefit of creditors generally; or (6) a sale, transfer, assignment, or mortgage of any property exempt from execution. |