Voidable
Encyclopedia
In law, a transaction or action which is voidable is valid, but may be annulled by one of the parties to the transaction. Voidable is usually used in distinction to void ab initio (or void from the outset) and unenforceable
.
The act of invalidating the contract by the party exercising its rights to annul the voidable contract is usually referred to either as voiding the contract
(in the United States and Canada) or avoiding the contract (in the United Kingdom, Australia and other common law
countries).
Black's Law Dictionary
(relevant to US law) defines voidable as follows:
Generally speaking, one party will have the right to elect whether to annul the transaction or to affirm it. The avoiding of a voidable transaction amounts to the rescinding it, or exercising a power of rescission, and as such is subject to the general law in that regard.
The right to rescind can be lost. In common law
there are generally said to be four "bars" to rescission, any one of which will cause the agreement to no longer be considered voidable.
Although the law varies from country to country, most disputes relating to whether a transaction is void or voidable turn on the ability to transfer title to goods. In many jurisdictions, if a transaction is valid, but voidable, title to good still passes under the transaction, and the recipient may sell them with good title. If the transaction is void, no title passes, and the original seller can reclaim the goods.
Unenforceable
An unenforceable contract or transaction is one that is valid, but which the court will not enforce. Unenforceable is usually used in contradistinction to void and voidable...
.
The act of invalidating the contract by the party exercising its rights to annul the voidable contract is usually referred to either as voiding the contract
Contract
A contract is an agreement entered into by two parties or more with the intention of creating a legal obligation, which may have elements in writing. Contracts can be made orally. The remedy for breach of contract can be "damages" or compensation of money. In equity, the remedy can be specific...
(in the United States and Canada) or avoiding the contract (in the United Kingdom, Australia and other common law
Common law
Common law is law developed by judges through decisions of courts and similar tribunals rather than through legislative statutes or executive branch action...
countries).
Black's Law Dictionary
Black's Law Dictionary
Black's Law Dictionary is the most widely used law dictionary in the United States. It was founded by Henry Campbell Black. It is the reference of choice for definitions in legal briefs and court opinions and has been cited as a secondary legal authority in many U.S...
(relevant to US law) defines voidable as follows:
Generally speaking, one party will have the right to elect whether to annul the transaction or to affirm it. The avoiding of a voidable transaction amounts to the rescinding it, or exercising a power of rescission, and as such is subject to the general law in that regard.
The right to rescind can be lost. In common law
Common law
Common law is law developed by judges through decisions of courts and similar tribunals rather than through legislative statutes or executive branch action...
there are generally said to be four "bars" to rescission, any one of which will cause the agreement to no longer be considered voidable.
- delay
- affirmation (or ratification)
- restitutio in integrumRestitutio in integrumRestitutio in integrum is a Latin maxim which means restoration to original condition. It is one of the primary guiding principles behind the awarding of damages in common law negligence claims...
being impossible - third party rights
Although the law varies from country to country, most disputes relating to whether a transaction is void or voidable turn on the ability to transfer title to goods. In many jurisdictions, if a transaction is valid, but voidable, title to good still passes under the transaction, and the recipient may sell them with good title. If the transaction is void, no title passes, and the original seller can reclaim the goods.