PREC.

LXXVI.

as to cove

convce or transfer to be made for effectuatg the sale of the sd business & premes, the sd total pchase-moy & conson for the sd sale shl be apportioned as follows (that is to say), the sum of £, being the estimated value of the sd freehd & leasehd ppties & such pt of the sd machy & plant as is affixed to the freehd thof resply, & is not capable of passg by delivery, shl be taken & treated as the value of such freehd & leasehd ppties & fixed machy & plant, the sum of £ shl be treated as the value of the sd trade-marks, & the sum of £, being the residue of the sd sum of £, togr with the adoption & paymt by the Co of the debts & liabilities of the sd business, shl be taken & treated as the conson for the transfer to the Co of the goodwill & all the remaing assets of the sd business: [AND WHAS it has been agrd that such covts & agrmts shl be Agreement made & entd into in relon to the premes as are hinafter expd :] nants. NOW THIS INDRE WITNETH that in psuance, &c., conson, Wit&c., the apportioned conson for the freehds & leasehds & fixed nesseth. machy & plant (the rect, &c.), the sd A. conveying as bened owner, in respt of his benefl este & intt in the sd freehd premes hby assured & conveying as tree in respt of the legal este in certn portions thof wch is vested in him as hinbfe appears, doth hby grt & assn, & the sd B. & C., as trees as well in respt Grant. of the benefl este & intt in the same premes wch is vested in them as exs or devisees in trust of the will of the sd X. as in respt of the legal este in certn portions thof wch is vested in them as such exs or devisees in trust do resply hby grt & assn unto the Co Freehd & leasehd pcels, p. 377, & all other (if any) the hds of freehd or leasehd tenure situate in afsd, belonging to or used for the pposes of the sd business (b),

lest it should be held to amount to a contract; a simple receipt (without more) being taken for the value of the goodwill and chattels; and a recital being substituted that "As pt of an arrangemt for the sale to the Co of the sd business & the assets thof, the sd A., &c., has agrd with the Co for the sale to them of the sd freehd & leasehd ppties & fixed machy & plant for the sum of £ being the estimated value," &c. Any covenants between the parties connected with the sale of the goodwill, &c., may be contained in the same, or perhaps better in a separate deed.

(b) The mention of the fixtures does not render the conveyance a bill of sale. Re Brooke, [1894] 2 Ch. 600.

PREC. LXXVI.

TOGR with all machy, erections, fixtures, & plant, affixed to the freehd of the same respive freehd & leasehd premes hby grted & assned resply & not capable of passg by delivery, & wch are the ppty of the sd respive pties hto of the first & second pts or any of them, Habendum to the Co as to the freehds in fee & as to the leasehds for the residue of the term or terms & subjt to rents & corts of leases, p. 397; Cort by the Co with A. & also septely with B. & C. for paymt of rents & pformce of corts d leases, p. 419. IN WITS, &c.

PREC. LXXVII.

Recitals.

Transfer.

Costs.

LXXVII.

TRANSFER by ENDORSEMENT of CONTRACT for PURCHASE of real estate PENDING INVESTIGATION of title at an

A., of, &c., of the one pt & B., of, &c. (hinafter called the pchaser), of the other pt. WHAS since the date of the within written agrmt the abstract of title to the within mentd ppty has been delivered to Messrs., the solors of the sd A., who have taken the opinion of counsel upon the title & forwarded requons thron to Messrs., the solors for the within named vendors.

Now it is hby agrd as follows:

1. IN CONSON of the paymt by the pchaser to the sd A. of the sum of £, the increase in the price (the rect, &c.), the sd A. hby assns to the pchasers all the equitable este & intt of the sd A. in the within mentd ppty by virtue of the within written agrmt togr with the benefit of the sd agrmt, & togr also with all his rt, title & intt to & in the within mentd deposit moy of £--.

2. On the exon of these psnts the pchaser shl also pay to the sd A. (1) The within mentd deposit moy of £, (2) The chges of Messrs., land agents, who acted for the sd A. in the mre of the pchase amtg to the sum of £, & (3) The legal costs & expses incurred by the sd A. to his sd solors in the mre of the sd pchase [wch are agrd up to the psnt time

at the sum of £—, includg the costs of these psnts], & any further costs wch the sd A. or his reprives may incur or be put to in carrying out the pchase, & enablg the pchaser to complete the same or orwise arisg out of these psnts.

&c.

PREC.

LXXVII.

3. THE sd A. will at the same time hand to the solors of the Abstract, pchaser the abstract of title, draft, requons, and opinion of counsel, now in posson of the sd A., & also a copy of the correspce wch has taken place betn the sd Messrs. within mentd solors of the vendors.

& the

ance.

4. THE sd A., or in the event of his death, his repves will & Conveyshl, if required by the pchaser, & at his expse, join in the convces or assurces of the ppty to him, but witht enterg into any covt (express or implied) except the usual trees' covt agst incumbces, & will & shl at the like expse exte & do any instrumts & acts wch may reasbly be required for enablg the pchaser to complete the sd pchase & obtain the full benefit of

this agrmt.

5. THE pchasers will pform & carry out the within written Indemnity. agrmt accdg to the tenor thof, or if they shd make default in so doing, or shd rtfully refuse to carry out the same, they will indemnify the sd A. agst all actions, claims, demands, & expses, wch he may incur or sustain by reason of his having entered into the sd agrmt. As WITs the hands of the sd pties.

LXXVIII.

ASSIGNMENT of BOND debt.

PREC. LXXVIII.

PARTIES, A., vendor, 1; B., pchaser, 2. Recite bond to secure Recitals. paymt of £

sum of £

& intt to A., p. 360; AND WHAS the sd ppal That debt togr with intt thron as from the day of is owing. now last past remains due to the sd A. on the secy of the sd bond; AND WHAS the sd A. has agrd with the sd B. to sell Agreement to him for the sum of £ the sd bond & the sd ppal sum

of £

& the intt now due & all intt henceforth to become due on the same: NOW THIS INDRE WITNETH, conson Wit(the rect, &c.), the sd A. as benef owner both hby assn unto Q Q

K.E.-VOL. I.

nesseth. Assign.

PREC. LXXVIII.

ment of bond.

the sd B., ALL THAT, bond debt, see p. 385 (a), TO HOLD the same UNTO the sd B., his exs, ads, & assns absolutely. IN WITS, &c.

Haben

dum.

PREC.

LXXIX.

Assign

ment.

LXXIX.

ASSIGNMENT of a POLICY of LIFE ASSURANCE (b).

PARTIES, A., vendor, 1; B., pchaser, 2: WITNETH that in conson of the sum of £- now pd by the sd B. to the sd A. for the pchase of the policy & moys hby assned (the rect, &c.), the sd A. as benefl owner doth hby assn unto the sd B., pcels, p. 385, TO HOLD the same UNTO the sd B., his exs, ads, & assns absolutely; [Covts by A. with B. not to vitiate policy, to pay increased premiums if required, & to give certn notices, p. 423] (c).

IN WITS,

&c.

PREC. LXXX.

Recitals.

Stamps.

LXXX.

ASSIGNMENT of LEGACY CHARGED on REAL ESTATE ON
the PURCHASE thereof by the TENANT for LIFE, so as to
KEEP the CHARGE ALIVE for his benefit, ONE of the
LEGATEES being a MARRIED WOMAN (d).

PARTIES, A. " & B., his wife, formerly C., spinster," & D., legatees, 1; E., tenant for life, 2. Recital of will chging real

(a) As to the omission of the power of attorney, see p. 111, note. Enquiry should be made before completion from the debtor as to the state of accounts between him and the vendor, and whether he has notice of any charges or assignment, and after completion notice of the assignment must be given to the debtor.

(b) As to the law of policies, see Goodeve, P. P. 151 et seq.

(c) The insertion of these covenants depends on the arrangements between the parties. In practice, the two first of such covenants, or some modification thereof, are generally inserted. A written notice of the assignment must be given to the Assurance Company, at their principal place of business, pursuant to the Policies of Assurance Act, 1867," 30 & 31 Vict. c. 144. As to the necessity for stamping the assignment, see the Stamp Act, 1891, s. 118, which makes it expedient to stamp the deed immediately; see 33 Sol. J. 3.

(d) If the married woman was married or her title accrued since 1882 (as to which see p. 490, note), the concurrence of her husband and her

PREC.

LXXX.

este with legacy of £ & intt to be raised by sale or mtge, & sujt thto, devisg este to E. for life with remrs over; Death of testor & probate, p. 365; & showg that the legacy had become raisable, & was vested in B. & D. in eql shares; Paymt of legacy or succon duty or of este duty under the Finance Act, 1894 (e); AND WHAS all intt wch has accrued due upon the sd legacy of Interest up to the date of these psnts has been pd & satisfied;

nesseth.

AND WHAS the sd pties hto of the first pt are desirous of havg Contract. the sd legacy raised for their benefit accdg to the provons of the sd will, & the sd E. has agrd with them for the pchase of the sd legacy, & of the intt henceforth to become due thron, for the sum of £, to the intent that the sd legacy may become pt of his psonal este, & exist as a distinct chge on the sd hds chged thwith: NOW THIS INDRE WITNETH that in Witpsuance of the sd agrmt & in conson of the sum of £―, now pd by the sd E. to the sd A. & B., his wife, & of the like sum of £ pd by the sd E. to the sd D. (the rect, &c.), the sd A. & B. as benefl owners of one moiety of the ppty hby assned do resply hby assn, & the sd D. as benefl owner of the other moiety thof, doth hby assn unto the sd E., ALL THAT the sd Assignlegacy or sum of £- by the sd will of the sd

chged on

ment.

Parcels.

dum.

the sd este & hds situate at, &c., as afsd, & all intt henceforth to become due for the same, & the full benefit of the sd trust for the raisg & paymt thof, & of all powers & remedies for the recovery thof; TO HOLD the same UNTO the sd E., his exs, ads, Haben& assns absolutely; AND the sd E. doth hby declare that the sd legacy or sum of £- shl not merge in the freehd or tion that inhance of the sd hds chged thwith as afsd, but shl exist legacy shall septely as pt of the psonal este of the sd E., for the benefit of him, his exs, ads, & assns. IN WITS, &c. (ƒ).

acknowledgment of the deed will be unnecessary; otherwise it must be acknowledged, see Franks v. Bollans, L. R. 3 Ch. 717; Michelmore v. Mudge, 2 Gif. 183; Williams v. Cooke, 4 Gif. 343, distinguished in Re Newton, 23 Ch. D. 181. In any case her implied covenants bind her separate estate, see pp. 491, 492, note.

(e) If the testator died before 1st July, 1888, legacy duty will be payable; if on or after that day, succession duty; see the Customs, &c., Act, 1888, 51 & 52 Vict. c. 8, s. 21 (2). Goschen's estate duty may also be chargeable under the Customs, &c., Act, 1889, 52 Vict. c. 7, s. 6. If the legatee was a child or issue of the testator, and estate duty under the Act of 1894 was payable, neither legacy, succession, nor Goschen's estate duty is payable. (f) Notice should be given to the trustees of the will.

Declara

not merge.