Research On The Legal Status Of Beneficiary Of Third-Party Beneficiary Contract

Before the promulgation of the Civil Code of the People's Republic of China,altruistic contracts were not clearly stipulated in China,although similar provisions with the same effect in some special fields,such as insurance,trust,etc.,but the special law,after all,only aims at the specific contract type,does not have the universal applicability.Article 522 of the new law adds to the provisions of Article 64 of the contract law,clearly showing the relevant contents of the altruistic contract.Although the relevant concepts are clarified,the provisions are more general and rough,it may lead to the lack of uniform applicable rules in dealing with specific issues in judicial practice,which is not conducive to the protection of the legitimate rights and interests of third parties.The altruistic contract is special because it involves the third party outside the contracting party,so the third party's unique status is especially worth studying,including the right of claim for payment and the right of remedy for breach of contract,and the consideration of their interests when the contractual relationship changes.Although in practice there are different decisions,the third party in an altruistic contract has the right to demand payment directly from the debtor.This right has both historical origins and references in the existing law,in the areas of trust,insurance and carriage of goods,the enjoyment of this right shall be determined by expressagreement of the contracting parties or by express provisions of the law,if no such agreement or provisions exist,it should be determined according to the purpose of the contract,the intention of the contracting party and the acquiescent trading custom.The mode of obtaining the rights of the third party should be the direct acquisition mode,that is,the right will be acquired when the contract comes into force,but if the third party claims to refuse,the contract will not be effective retroactively.In the face of claims for payment,the debtor may raise defences,either based on defences arising out of a separate legal relationship with the beneficiary or by invoking defences arising out of a compensatory relationship,however,such invocation should be limited to the compensatory relationship.The beneficiary's right of claim may be disposed of,including the assignment,set-off and exemption of the right.The right of remedy for breach of contract is accompanied by the right to claim payment,which is another manifestation of the special status of the beneficiary.There are many forms of breach of contract,including fundamental breach of contract by both parties and non-attributable causes,etc.When the performance of the debt requires assistance,the obligation of receiving payment may become the beneficiary.In the case of non-performance,the beneficiary may claim the right of relief against the debtor for breach of contract,or claim the liability of the other party on the basis of an independent consideration.Liability for breach of contract can be claimed to include remedial measures,damages,but should not include breach of contract and deposit,because this is the agreement between the contracting parties,can not extend to the third party.The rights and interests of the third party should be taken into account when the contract relationship changes.The subject of the modification of the contract terms can be decided by the parties by consensus.If the creditor's right is not reserved,the creditor may exercise this right alone under the special circumstances prescribed by law,but the debtor generally does not enjoy it.Whether a change requires the approval of a third party should be subject to certain criteria,and the existence of reliance is a more appropriate criterion,although reliance must be derived from the contract itself and can reasonably be foreseen,and the behavior of dependence shouldbe the sole criterion.The Contracting Party shall have the right to terminate the contract and the third party shall not have the right to terminate the contract.In the case of an agreement to terminate the contract,the consent of the beneficiary shall not be required because the beneficiary has anticipated the termination;in the case of negotiated termination,the existence of reliance on the beneficiary shall still be taken as the criterion of judgment;in the case of statutory termination,since the existence of the contract is meaningless to the beneficiary,the freedom of the contracting party should be given priority protection without the consent of other parties.In the case of a non-continuing contract,the effect of Restitution shall only occur between the contracting parties,and the debtor may claim the return of the interest to the creditor if it has already made payment,it may also claim the return of the original object or unjust enrichment to the third party according to the circumstances of payment.The claim that rescission of the contract does not affect the third party's compensation for damages.