In this appeal from Chester County, the Superior Court re-affirmed the principal that in a real estate context, a seller’s demand for specific performance is, in effect, an action for the purchase price of the property.

Appellee Marsha Avery (“Avery”) owned twenty-one acres of land located near the home of Appellants Daniel and Patricia Maisano (the “Maisanos”). In 2004, the parties executed a sales agreement (“Agreement”), where Avery agreed to purchase the Maisanos’ property for $1,350,000. Avery paid $150,000 upon execution of the agreement, with the remaining $1,200,000 due at the time of settlement in 2006. Settlement was delayed several times because Avery lacked the necessary funds to close on the property. In 2013, the Maisanos demanded that Avery set a time and place for settlement and pay the remaining purchase price in exchange for a deed of conveyance to the property, and the Maisanos advised Avery that if she did not perform as requested, they would deem her in default of the Agreement. Avery refused via a letter, where she stated that she was financially unable to purchase the home. In 2016, the Maisanos responded by filing a Complaint against Avery seeking specific performance.

The case proceeded to a bench trial, where the trial court found in favor of the Maisanos and against Avery, and awarded the Maisanos $150,000 as liquidated damages. The Maisanos appealed to the Superior Court, claiming that the trial court erred by failing to grant them specific performance. The Superior Court first held that in a real estate context, a seller’s demand for specific performance is, in effect, an action for the purchase price of the property. The Court found that under the Agreement, the Maisanos were permitted to seek damages on account of purchase price, and therefore, the Maisanos were within their contractual rights to seek specific performance- which was a demand for the purchase price of the property. The Court further held that the trial court did not err in holding that specific performance is available only when damages at law would be insufficient. However, the Court determined that the trial court erred by failing to award the full purchase price of the property as damages. Accordingly, the Superior Court reversed the trial court’s judgment with respect to damages and remanded the case for a new damage trial.

Click here to read: Maisano v. Avery, No. 3877 EDA 2016 (Pa. Super., February 15, 2019).

Edited by:

Mark D. Eastburn, Esq.