Supreme Court of New York, Appellate Division
241 A.D.2d 181 (1998)
The plaintiffs and the defendants were next door neighbors in the same apartment building. The plaintiffs sought to purchase the defendants’ cooperative unit in order to consolidate the apartments into one. The parties entered a contract of sale on February 25, 1997. The plaintiffs agreed to pay $545,000 in cash, with a down payment of $54,500 at the time of contract. The contract stated that if the plaintiffs defaulted, the defendants could terminate the contract and keep the down payment. The contract also set a closing date of April 1, 1997, but did not state that time was of the essence. Although the contract did not include a financing contingency clause, the plaintiffs did seek a loan. Due to difficulties in obtaining a loan clearance and documentation, the plaintiffs’ sought an adjournment of the closing until April 16. The defendants’ attorney agreed to the adjournment, but stated that time was now of the essence. On April 14, the plaintiffs’ lender demanded for the first time proof of satisfaction of several tax liens. The lender stated that unless the documentation was received by the morning of April 15, the April 16 closing would need to be adjourned. The plaintiffs provided the lender with the required documentation on April 15. The lender accepted the documentation but nevertheless stated that, due to the delay, the closing could not take place until April 18. Upon learning of the additional delay, the plaintiffs requested an additional adjournment and offered to pay the defendants $300 for each day until closing. The plaintiffs did not appear for closing on April 16. The defendants’ attorney contacted the plaintiffs’ attorney that day, stating that because of their failure to appear, and in light of the defendants’ notification that time was of the essence, the plaintiffs were in default and the down payment was forfeited. The plaintiffs’ attorney responded that the plaintiffs were ready, willing, and able to close on April 18, but because the defendants’ attorney was unwilling to agree to a closing date, the plaintiffs reserved a closing date of April 23. The defendants’ attorney canceled the April 23 reservation. Nevertheless, the plaintiffs appeared for closing on April 23 with the required documentation and payment. On April 27, the plaintiffs brought suit to enjoin the defendants from terminating the contract, retaining the down payment, and selling the apartment to another party. The defendants moved for summary judgment. The Supreme Court granted the defendants’ motion.
Rule of Law
Holding and Reasoning (Tom, J.)
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