In a suit by K&K Pharmacy against Barta for breach of contract, who will prevail? Explain.
Barta entered into a written contract to buy the K&K Pharmacy, located in the local shopping center. Included in the contract was a provision stating that “this Agreement shall be contingent upon Buyer’s ability to obtain a new lease from Landlord for the premises presently occupied by Seller. In the event Buyer is unable to obtain a lease satisfactory to Buyer, this Agreement shall be null and void.” Barta planned to sell “high traffic” grocery items such as bread, milk, and coffee to attract customers to his drugstore. A grocery store in the local shopping center, however, held the exclusive right to sell grocery items. Barta, therefore, could not obtain a leasing agreement meeting his approval. Barta refused to close the sale. In a suit by K&K Pharmacy against Barta for breach of contract, who will prevail? Explain.
The contract has a condition precedent in which the performance of the party subject to the contract depends on the occurrence of the event. The provision in the contract mentioned that the sale can take place only if the buyer is satisfied with the terms. Here, the buyer Individual B is not satisfied with the terms, and hence does not need to abide by the contract and sign the sale.
Individual B would win the case based on the condition precedent clause. Individual B is not pleased with the lease agreement as it limits the sale of groceries in the shopping center. Individual B does not need to perform as per the contract if there is any kind of dissatisfaction. Individual B is not completely satisfied, and for this reason, they do not need to close the sale of the pharmacy.