FACT PATTERN

Mr. and Mrs. Pinkman, are the fee owners of a three story home located at 9809 Margo Avenue, SmallTown, Ontario. The Pinkmans love this home dearly, but they are hoping to retire in the coming year and the proceeds from this sale can help them create a comfortable nest egg to ease the transition into retirement. Over the last year, the Pinkmans have spent most of their life savings on extensive renovations to the home, in the hopes of gaining a higher purchase price. They believe the purchase price they set is reasonable, fair and in line with the current market.

After the home was on the market for three weeks, the Pinkmans lawyer, Mr. Gardner, received a phone call from another lawyer, Mr. Goodman, stating that his client is interested in purchasing the property as soon as possible. Mr. Gardner informs Mr. Goodman that the house is listed at a purchase price of $875,000.00. Rather than go back and forth over the phone, Mr. Goodman requests to meet in person to see if they can come to some mutual agreement and negotiate a final deal. The Pinkmans are excited to meet with Mr. Goodman since they have not received any offers to date.

Please view the initial meeting here: https://www.youtube.com/watch?v=rArzMrhTxF8.

Following this initial meeting, the Pinkmans were outraged and insulted. They felt like they were being backed into a corner. Their son Jesse has once again caused a lot of mess! He is the one who converted the basement, not them. They have spent months fixing the damage he caused.

A few days passed and the Pinkmans cooled off, yet still they felt as though they had no choice but to engage with Mr. Goodmans client. On May 12, 2020, the Pinkmans direct their lawyer to send the following email to Mr. Goodman:

Dear Mr. Goodman:

My clients are willing to sell the property to your client for $400,000 ALL CASH and in AS IS condition, provided your client accepts this offer by delivering a certified check in the amount of $200,000 on or before May 14, 2020 to my office as a deposit. Once delivered, I can prepare all of the closing documents and we can set a closing date for the following week. Best,

Mr. Gardner

Mr. Goodman does not respond to this email. On the morning of May 14^th, Mr. Goodman calls Mr.

Gardner and leaves a voicemail message stating that he is on his way over to deliver the check. Mr. Goodman got sidetracked during the day on a busy file and by the time he arrived to Mr. Gardners office, the office was closed. On the morning of May 15, 2020, Mr. Goodman personally hand delivers a certified check in the amount of $150,000 made payable to Mr. Gardners escrow account. Mr. Gardner refuses to accept the check.

QUESTIONS

1. Given the facts outlined above and in the video clip, is there a valid contract to buy and sell the home at 9809 Margo Avenue?

Please provide your answer in paragraph form. In your answer, outline the five elements of a

contract, explain and define each element, apply the facts in this scenario to each of the elements, explaining whether or not each element is met, and come to a conclusion.

2. For the purpose of answering this second question, we will change some of the facts.

New facts: The day after the initial meeting in the video clip, the Pinkmans enter into a contract of sale for the sale of their home with Mr. Goodmans client. The closing is set for next week, but the deal just does not seem right to the Pinkmans. They no longer want to perform their obligations under the contract.

Question: What defence(s) can the Pinkmans raise to get out of this contract prior to the closing date? Will they be successful?

Please provide your answer in paragraph form. In your answer, outline all possible defences, define and explain the elements of the defence(s), apply these revised facts to those elements explaining whether or not each element is met, and come to a conclusion.