In the case of innovation, the old commitment turns into a new commitment, the old one is paid, with the accessories and guarantees that accompany it, with some exceptions that will make an analysis of the next series. Through the assignment of debts and the personal assignment, liability, with all its accessories and guarantees, is transferred to the subsequent creditor. With regard to the acquisition of debts, the transfer of liability it establishes with all the accessories, diminished the guarantees granted by third parties, except in cases where the original debtor was not released from the debt and the guarantees of the initial debt were maintained in their entirety. For example, a person as a seller agrees with the buyer to pay the price to a third party as a new creditor of his debt. In this case, the debtor is released by the original creditor, since it is linked to the new, as an effect of innovation. Instead, we cannot confirm that by changing the debtor in the presence of an innovation, he authorized a third party to receive the payment for him and on his behalf. We are not faced with an innovation if the debtor is a guarantee to the creditor or if the creditor renounces such a guarantee that accompanies his claim. Normally, none of the specific elements (or very few) switch to the new obligation. Therefore, for there to be an innovation, it is not enough to change the initial commitment, but its transformation into a new commitment is necessary. (Pop, 2010, 287) The origins of this type of operation can be found in Roman law. It has particular significance in the period of legal rigidity when the transfer of responsibility was not permitted. In this context, innovation has emerged as a disguised means of obtaining the transfer of a bond by indirectly changing or replacing the creditor or debtor with another person (Hanga-Bocsan, 2005, p. 203-204).
Nature of their nature – the creation of the original obligation and the birth in their place, a new obligation, allowed the link between the new debtor and the creditor or the other original part of the old legal opinion. A change in the equivalent of creditors from an economic and legal point of view, with the assignment of debts and that carried out by the debtor with a transfer tax. If no guarantee has been issued and the terms of the debt are recorded in a contractual agreement between the lender and the borrower or informally, the transfer will likely involve a contractual agreement between the lender, the purchaser of the asset and the borrower. The terms of the loan agreement may allow for a transfer of assets, but when transfers are planned, it is more likely that a security will be issued and the terms of the guarantee will be agreed in a bilateral agreement between the original lender and the borrower. If the terms of the loan do not authorize the transfer, the parties must change the terms of the original loan to achieve this. The initial liabilities may include provisions that allow the borrower to change in the future. These provisions may take the form of a substitution clause. Such a clause could be contracted at the request of a lender, so that it is possible to transfer the bond in the event of a change of ownership of the borrowing company or the transfer of transactions to the loan company. In this way, the creditor company can protect itself against any change in the borrower`s group.
The new debtor`s commitment will be a new debt. The debtor is exempt from the obligation to enter into the debt contract if, at the time of the creditor`s agreement on the debt contract, the person who considers that the debt has been debited welcomes his complicity and the creditor was not aware of it or was not required to do so.