Land contracts in general use throughout the state usually contain a provision that the vendee shall not assign the contract without the written consent of the vendor endorsed upon the contract. In some cases such clauses con-

7. Towar v. Detroit Trust Company, 19 Mich. p. 670. Where the court sustained a forfeiture of a contract of purchase, the amount paid down being $1000.00 on a purchase price of $9700.00 and the vendee company was in the hands of a receiver.

Donnelly v. Lyons, 173 Mich. 515. Where the sum of $1040.00 has been paid on the purchase price of a property and the vendee was greatly in arrears on his payments and the property and increased very much in value.

Mills v. Wm. Drueke Co. 172 Mich. 394. In this case the vendee under a land contract had paid in to the vendor a substantial amount of money under the contract. Upon default the vendor after negotiation exending over several weeks endeavoring to secure the money due, summary proceedings were taken against the vendee and the vendor obtained possession. After a lapse of about a year during which time the vendee by reason of having violated the criminal law, was unable to carry out his contract with the vendor to handle the vendor's beer, the vendee brought action for redemption of the property. The lower court permitted the redemption upon the payment of a certain sum of money. The supreme court set aside the decree of the lower court and dismissed the bill of complaint, upholding the forfeiture of the land contract.

See also the following cases where forfeiture has been sustained. Murphy v. Mclntyre, 152 Mich. 591; Jones v. Bowling, 117 Mich. 288; Satterlee v. Cronkhite, 114 Mich. 634; Lowrie v. Gourlay, 112 Mich. 641; Truesdail v. Ward, 24 Mich. 116; Welling v. Stickland, 161 Mich. 235; Scott v. Sullivan, 159 Mich. 297.

tain a provision that neither the contract or any rights thereunder shall be assigned without the written consent of the vendor on the contract. As such contracts usually contain a provision permitting a forfeiture of the contract for a violation of its terms on the part of the vendee, the question is frequently presented to the profession, "Will such clauses prohibiting assignment be upheld by the courts ?" Unfortunately the law in its present development will not permit this question to be answered authoritatively. In Michigan the question has never been squarely before the court and the decisions of other states are in conflict.

Where this question has been presented to the courts they usually find some other ground upon which to decide the case, such as waiver, oral consent or estoppel. From the Michigan decisions as they now stand, the following rules are deducible.

(a) If the vendor gives a verbal consent to the assignment he is thereby estopped from forfeiting the contract for that cause.8

(b) If the vendor accepts payments from the assignee of the vendee, he thereby waives the right to declare the contract forfeited.9

(c) If the vendor begins an action to foreclose the land contract either against the vendee or his assigns, he thereby waives any previous forfeiture.10

(d) Where the assignment is not accompanied by a change of possession or ownership but is made only for the purpose of placing the contract on record, the assignment clause is not violated.11

(e) As to leases, it has been held that the relation between the landlord and tenant is of a personal nature and the courts have therefore upheld the forfeiture upon the violation of the nonassignment clause in the lease.12

8. Old Second Hall Bank v. Savings Bank, 115 Mich. 533; Moday v. Roth, 150 Mich. 290; John v. Mc-Neal, 167-151. Bugajski v. Swiko, 200 Mich. 415.

9. See citations in note 8, supra.

10. See citations in note 8, supra.

11. MacDonald v. Andrews, 199 Mich. 161.

12. Lewis v. Sheldon, 103 Mich.; Fray v. Austin Machinery Company, 140 Mich. 452. Randall v Chubb, 46 Mich. 311. Plaintiff seeks to recover possession by summary proceedings. Plaintiff leased to one

(f) If the vendor leads the vendee to believe that he will not object to the assignment, he would of course, be thereby estopped from the forfeiture of the contract, under the general principles of the law of estoppel.

(g) In short if the vendor does anything indicating that he relies upon the existence of the contract after default in its conditions by the vendee, the court will refuse to sustain a forfeiture of the contract.

(h) The forfeiture clause in a contract is strictly construed and unless the act done by the vendee is brought squarely within its terms, a forfeiture will not be sustained.13

Stoddard, a farm on which Stoddard was to do all the work and care for the tools, repairing them at his expense. Stoddard attempted to assign this lease to Randall, the plaintiff in error. Held: Lease personal and not assignable without consent of lessor. The amount of product would depend to a great extent upon the personal skill of the husbandman and an attempt to deprive landlord of right to select him forfeits the lease. Plaintiff given immediate possession. Note: No express covenant. Clear personal relation in lease.

Marvin v. Hartz, 130 Mich. 26. Plaintiff seeks by summary proceedings to regain possession of premises. Plaintiff leased premises, lease containing covenant by lessee not to sublet or assign any part of premises without written consent of lessor. Lease was assigned to defendant without consent of plaintiff. Held: The clause in the lease which provided for forfeiture when the clause in regard to assignment should be violated may be strictly enforced. Plaintiff may obtain possession. Note: This a lease with express covenant.

Contracts Without Restrictive

Clauses Against Assignment

Are Transferable.

13. A vendee under an executory contract for the purchase of land, obtains, by virtue of his contract, such an interest therein, as enables him, prior to a full performance on his part, to assign same, and his assignee on the payment of the unpaid balance of the purchase money may require the vendor to make a conveyance to him thereof. Lenman v. Jones, 222 U. S. 51, 56 L. Ed. 89; Simmon v. Zimmerman, 144 Cal. 256, 79 Pac. 451, 1 Anno. Cases 850; Robinson & Perry, 21 Ga. 183, 68 Anno. Dec. 455; Cowart v. Singletary, 79 S. E. 196, 140 Anno. 435, 47 L. Ra. (N. S.) 621; More v. Gariglietti, 87 N. E. 826, 228 111. 143, 10 Anno. Cases 560; Churchill v. Morse 23 Iowa 229, 92 Anno. Dec. 560; McGreggor v. Putney, 75 N. H. 113, 71 Atl. 226; Anno. Cases 1912 A 193.