Analysis of the validity of a contract concluded in knowledge of a preference pact, as per the French Civil Code.
Extract
[...] The essential elements of the contract are specified. In addition, the contract provides that Olivia has a two-month deadline to make a definitive decision. Thus, the definitive conclusion of the contract depends only on Olivia's acceptance, the beneficiary. Therefore, the contract concluded on November 18 between Aristide and Olivia is validly formed and constitutes a unilateral promise of contract. B. Effects of the promisor's revocation: In a unilateral promise of contract, the promisor is already irrevocably committed to concluding the promised contract, since, in accordance with Article 1124 of the Civil Code, only the beneficiary's consent is lacking for the conclusion of the contract. [...]
[...] He told him that he would arrange with Clémence about the pact. Adrien did not take any action. Interrogation and the lease contract was formed. Although Adrien was not convinced of Clémence's intention, he had a doubt and interrogated Aristide. Therefore, Clémence can request the nullity of the contract or be substituted in place of Adrien, so we can consider that the lease contract concluded between Adrien and Aristide is not valid. III) Clémence : In August 2025, Clémence and Aristide agree in writing that, in the event that he decides to rent his house, he will offer it to her first. [...]
[...] Indeed, it occurs within the prescribed time limit. The lease contract is validly formed. Therefore, Olivia can request the forced execution of the contract, but also damages and interest from Aristide who has violated his obligations. II) Adrien: On October Aristide submitted a rental offer for his house within the local of the association of which he is a member. On November Adrien informed Aristide that he wished to conclude the lease contract under the conditions provided in the announcement. [...]
[...] The contract is formed. Therefore, the withdrawal by Ides addressed to Adrien on January 25 has no effect because the contract was already legally formed. C. The validity of the contract concluded in knowledge of a preference pact : In law, Article 1123, paragraph two of the Civil Code, provides that when the promisor has concluded with a third party, in disregard of his commitment for a previous preference act, the beneficiary of this pact may request the nullity of the contract with the third party or substitution. [...]
[...] In conclusion, Adrien cannot rely on the contract formed with Aristide because it was concluded in violation of Clémence's preference pact. However, there is a concurrence between Clémence's preference pact concluded in August 2025 and the unilateral promise of contract formed on January between Aristide and Olivia. Neither Olivia nor Clémence is aware of the agreements they have concluded with Aristide. Therefore, the pact concluded first will prevail and Clémence will be able to obtain the rental of the house. [...]
