- 23 -
out the express intent of the earlier and more informal
documents.
Initially, we do not consider the real estate tax proration
to be a significant aspect. In the context of this case,
petitioners are attempting to show, by a preponderance of the
evidence, that the December agreements constituted a sale. In
that context, adding the proration of real estate tax in a May
1984 addenda does not have much, if any, probative value in
meeting that burden. Ultimately, however, the partnerships were
obligated to pay a pro rata share of the real estate tax for a
period beginning with the execution of the December 1983
agreements.
Risk of Loss. This aspect concerns the question of who
would bear any loss to the condominiums after the execution of
the December 1983 agreements. This question was not addressed in
prior opinions because few, if any, improvements had been made in
Williams, Lang, or Benedict. Here, however, the condominiums
were in existence prior to any agreements, and, if they were
damaged or dropped in value, someone would have to bear the loss.
Petitioners argue that, under Utah's doctrine of equitable
conversion, the sales occurred in December 1983. Under that
doctrine, at the time of the execution of a contract for the sale
of realty, the buyer acquires equitable ownership and the
seller's interest is reduced to "naked legal title". This merely
serves as security for payment of the purchase price. See Butler
Page: Previous 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 NextLast modified: May 25, 2011