Louisiana Civil Code

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CHAPTER 12 - REVOCATORY ACTION AND OBLIQUE ACTION

SECTION 1 - REVOCATORY ACTION

Art. 2036. An obligee has a right to annul an act of the obligor, or the result of a failure to act of the obligor, made or effected after the right of the obligee arose, that causes or increases the obligor's insolvency. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985; Acts 2003, No. 552, §1; Acts 2004, No. 447, §1]

Art. 2037. An obligor is insolvent when the total of his liabilities exceeds the total of his fairly appraised assets. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985; Acts 2003, No. 552, §1; Acts 2004, No. 447, §1]

Art. 2038. An obligee may annul an onerous contract made by the obligor with a person who knew or should have known that the contract would cause or increase the obligor's insolvency. In that case, the person is entitled to recover what he gave in return only to the extent that it has inured to the benefit of the obligor's creditors.

An obligee may annul an onerous contract made by the obligor with a person who did not know that the contract would cause or increase the obligor's insolvency, but in that case that person is entitled to recover as much as he gave to the obligor. That lack of knowledge is presumed when that person has given at least four-fifths of the value of the thing obtained in return from the obligor. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2039. An obligee may attack a gratuitous contract made by the obligor whether or not the other party knew that the contract would cause or increase the obligor's insolvency. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2040. An obligee may not annul a contract made by the obligor in the regular course of his business. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2041. The action of the obligee must be brought within one year from the time he learned or should have learned of the act, or the result of the failure to act, of the obligor that the obligee seeks to annul, but never after three years from the date of that act or result. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

The three year period provided in this Article shall not apply in cases of fraud. [Acts 2013, No. 88, §1, eff. Aug. 1, 2013]

Art. 2042. In an action to annul either his obligor's act, or the result of his obligor's failure to act, the obligee must join the obligor and the third persons involved in that act or failure to act.

A third person joined in the action may plead discussion of the obligor's assets. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2043. If an obligee establishes his right to annul his obligor's act, or the result of his obligor's failure to act, that act or result shall be annulled only to the extent that it affects the obligee's right. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

SECTION 2 - OBLIQUE ACTION

Art. 2044. If an obligor causes or increases his insolvency by failing to exercise a right, the obligee may exercise it himself, unless the right is strictly personal to the obligor.

For that purpose, the obligee must join in the suit his obligor and the third person against whom that right is asserted. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]


CHAPTER 13 - INTERPRETATION OF CONTRACTS

Art. 2045. Interpretation of a contract is the determination of the common intent of the parties. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2046. When the words of a contract are clear and explicit and lead to no absurd consequences, no further interpretation may be made in search of the parties' intent. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2047. The words of a contract must be given their generally prevailing meaning.

Words of art and technical terms must be given their technical meaning when the contract involves a technical matter. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2048. Words susceptible of different meanings must be interpreted as having the meaning that best conforms to the object of the contract. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2049. A provision susceptible of different meanings must be interpreted with a meaning that renders it effective and not with one that renders it ineffective. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2050. Each provision in a contract must be interpreted in light of the other provisions so that each is given the meaning suggested by the contract as a whole. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2051. Although a contract is worded in general terms, it must be interpreted to cover only those things it appears the parties intended to include. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2052. When the parties intend a contract of general scope but, to eliminate doubt, include a provision that describes a specific situation, interpretation must not restrict the scope of the contract to that situation alone. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2053. A doubtful provision must be interpreted in light of the nature of the contract, equity, usages, the conduct of the parties before and after the formation of the contract, and of other contracts of a like nature between the same parties. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2054. When the parties made no provision for a particular situation, it must be assumed that they intended to bind themselves not only to the express provisions of the contract, but also to whatever the law, equity, or usage regards as implied in a contract of that kind or necessary for the contract to achieve its purpose. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2055. Equity, as intended in the preceding articles, is based on the principles that no one is allowed to take unfair advantage of another and that no one is allowed to enrich himself unjustly at the expense of another.

Usage, as intended in the preceding articles, is a practice regularly observed in affairs of a nature identical or similar to the object of a contract subject to interpretation. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2056. In case of doubt that cannot be otherwise resolved, a provision in a contract must be interpreted against the party who furnished its text.

A contract executed in a standard form of one party must be interpreted, in case of doubt, in favor of the other party. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Art. 2057. In case of doubt that cannot be otherwise resolved, a contract must be interpreted against the obligee and in favor of the obligor of a particular obligation.

Yet, if the doubt arises from lack of a necessary explanation that one party should have given, or from negligence or fault of one party, the contract must be interpreted in a manner favorable to the other party whether obligee or obligor. [Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

Arts. 2058-2291. [Repealed. Acts 1984, No. 331, §1, eff. Jan. 1, 1985]

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