Seller terminating a commercial purchase/sale agreement

[Christopher Brown]

I executed a PSA to sell a commercial property a week ago (sale price of $3.4m).  I'm considering terminating the sale (the property I was going to roll into fell through, among other misgivings about the sale).  The PSA specifies in the event of seller termination, the buyer can pursue specific performance or pursue damages for costs incurred.  A buyer pursuing and getting specific performance is unlikely, according to my atty.  Damages for costs incurred at this point would seem to be costs attendant to due diligence site visits and possibly atty costs (for the PSA negotiation and probably also for whatever time their atty spends on the termination).  Anybody terminated a deal after PSA execution before?  What was your experience?

[Greg Dickerson]

@Christopher Brown I had to situations in my career both in NC where the sellers tried to back out of the contract unilaterally and for no reason. I sued for specific performance and won both times. Unanimous jury decision on the first one summary judgment on the second. These were very large deals with millions at stake.

The best thing to do is try to resolve this with the buyer and see if they would be willing to allow you to cancel. If not you have to give them an opportunity to close as per the contract.