Pseudo-Will Clauses in Developer Contracts

When purchasing property from a developer, contracts often include the following clause:
“In the event of the buyer’s death prior to the registration of ownership, the developer shall transfer the contractual rights to their heir ______.”

At first glance, this may seem like a convenient solution. However, in practice, such a clause does not protect the buyer or their family.

Why It Doesn’t Work

Such a clause:

  • has no legal force as a will
  • does not meet the formal requirements of a will
  • is not relevant to the subject matter of the contract
  • may contradict a valid will made later

Important: A contract is not a legal instrument for determining heirs.

Potential Risks

This clause may create issues if:

  • there is a will naming different heirs
  • there is no will and inheritance is distributed by law
  • the person named in the contract is not a legal heir

In these cases, the “designated” heir in the contract may receive nothing.

Why Developers Include This Clause

Typically, it is included:

  • as a “service” feature
  • to simplify the process from the buyer’s perspective

However, it is important to understand:
this does not replace a will and provides no legal guarantees.

What Should Actually Be Done

Sale and Purchase Agreement

No specific provisions are required.

Leasehold Agreement

It is essential to specify:

  • that the tenant’s rights are inheritable

However:

  • do not name a specific heir
  • the heir must be determined only through a will

Otherwise:

  • the lease may terminate upon the tenant’s death

When to Make a Will

There is no need to wait for construction completion or ownership registration.

A will can include:

  • rights under the developer agreement
  • real estate
  • bank accounts
  • other assets

Recommended wording:
“all property owned or to be owned in Thailand”

This allows the will to be prepared immediately after signing the contract.

Conclusion

A clause naming an “heir” in a contract:

  • does not replace a will
  • does not protect heirs’ rights
  • may create legal risks

The only reliable instrument is a properly drafted will.

Author: Alexandra Agapitova
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Copying and use of materials without written permission of the owner is prohibited.

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