Remedies When the Seller Refuses to Complete the Sale Under the Contract

UPDATED: Jul 16, 2023Fact Checked

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Jeffrey Johnson

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Jeffrey Johnson is a legal writer with a focus on personal injury. He has worked on personal injury and sovereign immunity litigation in addition to experience in family, estate, and criminal law. He earned a J.D. from the University of Baltimore and has worked in legal offices and non-profits in Maryland, Texas, and North Carolina. He has also earned an MFA in screenwriting from Chapman Univer...

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UPDATED: Jul 16, 2023

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UPDATED: Jul 16, 2023Fact Checked

You have a legally valid contract to purchase a building, you met your part of the bargain and fulfilled all that was required of you under its terms, and now the seller refuses to complete the sale.  You can sue the defaulting seller for monetary damages, or you can file an action for specific performance.

Understanding Your Options

A contract for a building purchase is just like any other legally enforceable contract. If one of the parties does not meet its obligations under the provisions, you have remedies for this breach of contract. You, as the non-breaching party, can sue for specific performance. This is an equitable remedy where you ask the court to actually make the seller close, go through with the sale, and sell you the property. Specific performance is appropriate and likely to be granted if money really can’t compensate you for the loss. Land is generally considered unique, so the court is likely to order specific performance and require the seller to sell you the property. Money won’t give you the specific lot you want and you cannot go and purchase the identical lot.

Another option is to sue for monetary damages. Instead of suing for specific performance to make the seller actually sell the particular property to you, you can file a lawsuit for the actual dollar amount of any financial loss you suffered because of the seller’s delayed performance or failure to perform at all. In other words, if the seller eventually goes to closing but two months late, you can sue for the extra two months of rent you had to pay on your current property, plus the difference in the market value of the property between the time of the contract and the day when the seller refused the closing, if the property has increased in value.

Whenever there is a potential breach of contract, especially when large sums of money are at stake, you should consult an attorney to advise you in the best ways to protect yourself from financial harm.

Case Studies: Remedies When the Seller Refuses to Complete the Sale Under the Contract

Case Study 1: Seeking Specific Performance

In this case, John entered into a contract to purchase a residential property from Sarah. Both parties agreed to the terms, and John fulfilled all his obligations under the contract. However, Sarah unexpectedly refused to complete the sale. John decides to pursue specific performance as a remedy. He files a lawsuit requesting the court to enforce the sale and compel Sarah to transfer the property to him. Since the property is unique and monetary compensation wouldn’t suffice, the court grants John’s request, and Sarah is ordered to complete the sale.

Case Study 2: Pursuing Monetary Damages

In this case, Lisa entered into a contract to purchase a commercial building from Mark. As the closing date approaches, Mark fails to perform and complete the sale. Lisa consults with her attorney and decides to sue for monetary damages instead of seeking specific performance.

She files a lawsuit to recover the financial losses she incurred due to Mark’s breach of contract. Lisa includes the extra rent she had to pay on her current property for the delayed closing period and the difference in the market value of the property since the time of the contract. The court awards Lisa the appropriate amount to compensate for her losses.

Case Study 3: Consulting an Attorney for Guidance

In this case, Emma finds herself in a situation where the seller, Michael, refuses to complete the sale of a piece of land they agreed upon. Unsure of the best course of action, Emma seeks legal advice from an attorney. The attorney evaluates the situation and advises Emma on the potential remedies available. After careful consideration, Emma decides to pursue a specific performance due to the unique nature of the land. With her attorney’s guidance, Emma files a lawsuit requesting the court to enforce the sale and compel Michael to fulfill his obligations under the contract.

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Jeffrey Johnson

Insurance Lawyer

Jeffrey Johnson is a legal writer with a focus on personal injury. He has worked on personal injury and sovereign immunity litigation in addition to experience in family, estate, and criminal law. He earned a J.D. from the University of Baltimore and has worked in legal offices and non-profits in Maryland, Texas, and North Carolina. He has also earned an MFA in screenwriting from Chapman Univer...

Insurance Lawyer

Mary Martin

Published Legal Expert

Mary Martin has been a legal writer and editor for over 20 years, responsible for ensuring that content is straightforward, correct, and helpful for the consumer. In addition, she worked on writing monthly newsletter columns for media, lawyers, and consumers. Ms. Martin also has experience with internal staff and HR operations. Mary was employed for almost 30 years by the nationwide legal publi...

Published Legal Expert

Editorial Guidelines: We are a free online resource for anyone interested in learning more about legal topics and insurance. Our goal is to be an objective, third-party resource for everything legal and insurance related. We update our site regularly, and all content is reviewed by experts.

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