Also known as: bona-fide purchaser · bona fides purchaser · BFP · good faith purchaser
Written by attorneys · grounded in primary & secondary sources — see below
A purchaser who acquires property for value in good faith without actual or constructive notice of prior claims or defects in title. The status confers priority over unrecorded interests under applicable recording statutes and shields the purchaser from certain equitable claims arising from fraud or unauthorized transfers.
Bianca Baker purchased Blackacre from the record owner after searching title and finding no encumbrances. An earlier mortgage to a lender had not been recorded. Under the notice statute, Bianca took free of the mortgage because she paid value without notice and recorded her deed first.
Blake Butler bought a parcel from a seller who mentioned a neighbor's longstanding use of a path across the land. The neighbor's unrecorded easement claim surfaced later. Because the visible use put Blake on inquiry notice, he failed to qualify as a bona fide purchaser and lost priority to the neighbor.
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Brian Bailey obtained a painting by fraud and immediately sold it to Barbara Bennett, who paid fair market value with no knowledge of the fraud. The original owner sued Barbara for conversion. Because she qualified as a bona fide purchaser, the owner could not recover the painting from her.
Bradley Banks bought land from a seller whose deed later proved forged. Bradley paid value, had no notice of the forgery, and recorded promptly under a race-notice statute. The true owner could not reclaim the property from Bradley because his bona fide purchaser status cut off the prior claim.
Brittany Bell paid half the price under an installment land contract before discovering a prior unrecorded claim. The court awarded the land to the prior claimant but granted Brittany a lien for the amount she had already paid, recognizing her partial bona fide purchaser protection.
Blue Horizon Industries purchased a bottling plant from Golden State and continued operations with knowledge of a prior unfair labor practice order against the seller. The Board ordered reinstatement of the discharged employee. Blue Horizon's status as a bona fide purchaser did not shield it from successor liability for the remedy.
The purchaser must pay valuable consideration, act in good faith, and take without actual or constructive notice of prior unrecorded interests. Failure on any element, such as inquiry notice from visible use, defeats the status and the priority it confers.
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A forged deed is void and passes no title. In some jurisdictions a subsequent purchaser without notice who records may still prevail under the recording act depending on whether the statute is race, notice, or race-notice and how chain-of-title rules apply.
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A purchaser who has paid only part of the price may receive a lien for the amount paid even if the prior unrecorded claimant ultimately receives the land. Full protection requires payment of the entire purchase price before notice arises.
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Knowledge of the predecessor's unfair labor practice at the time of purchase does not automatically defeat bona fide purchaser status for title purposes, but the purchaser may still be ordered to remedy the violation as a successor continuing the business.
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…ed. 1971) § 2-403:6 at 41 ( Anderson ). Nonetheless, the U.C.C. permits a person with voidable title to transfer good title to a good faith purchaser for value in certain circumstances. N.J.S.A. 12A:2-403(1). If the facts developed at trial merit application of that section, then Frank may have transferred good title to Snyder, thereby…