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LAW OF OBLIGATIONS
239
New Provisions of the TCO Regarding Change of Parties:
Transfer and Adhesion Agreements
*
Att. Leyla Orak
Introduction
In the last chapter of its general provisions, the Turkish Code of
Obligations No. 6098
1
(“TCO”) regulates the transfer of agreements
and adhesion to agreements within the scope of change of parties in
contractual relations.
These provisions introduced under the TCO are innovative and, by
comparison, there is no specific regulation under the Swiss Code of
Obligations, which is the reference code for the TCO, regarding such
agreements
2
. However, during the application of the former Code of
Obligations, it was generally accepted that within the scope of contractual
freedom it was possible to transfer or adhere to an agreement, and that
such agreements would be atypical agreements.
This Newsletter article will analyze the transfer of and adhesion to
an agreement.
Transfer of an Agreement
The TCO defines the transfer of an agreement as an agreement
entered into between the transferor, transferee and the remaining party
of the agreement, whereby the transferor cedes its title of party to the
agreement together with all its rights and obligations to the transferee
(Art. 205/1). Through this means, one of the parties to an agreement will
transfer the title of being a party, all its rights and obligations to another
person. The transfer of an agreement regulated under this article is a
voluntary transfer. Statutory provisions governing succession in situations
such as heritage and pledge are reserved.
*
Article of May 2013
1
Published in the Official Gazette dated 4 February 2011 and numbered 27836, and entered
into force on 1 July 2012.
2
M. Kemal Oguzman/Turgut Oz
, Borçlar Hukuku Genel Hükümler (General Provisions of
Law of Obligations), Volume – 2, 9
th
Edition, Istanbul 2012, p. 598.