Addie v. Kjaer
United States Court of Appeals, Third Circuit
737 F.3d 854 (2013)
Buyers (plaintiffs), including real estate investor Robert Addie, agreed to buy Virgin Islands land from sellers (defendants) for $23.5 million, with a $1 million deposit and an optional $500,000 deposit to extend the closing date. The contract required the buyers to pay the balance at closing and the sellers to deliver clear, marketable title. Before the extended deadline, escrow documents revealed title defects that the sellers never fixed, and the buyers never paid the remaining balance. Each side blamed the other and sued over who was entitled to the $1.5 million in deposits.
Whether a party whose contractual duty to perform is discharged, or never arose, is entitled to restitution of any benefit it already gave the other side as partial performance.