Centerville Builders, Inc. v. Wynne
Supreme Court of Rhode Island
683 A.2d 1340 (R.I. 1996)
Centerville (plaintiff) offered to purchase property from Wynne (defendant), with the offer conditioned both on Wynne not negotiating with other parties and on the parties later reaching a satisfactory purchase agreement; Wynne deleted the no-other-negotiations condition before signing, then sent an unsigned final agreement that Centerville signed and returned, after which Wynne informed Centerville he wasn't going to sell. Centerville sued for specific performance, and the trial court granted Wynne judgment on the pleadings.
Whether mutual promises to negotiate toward a future purchase agreement, each conditioned on the parties later reaching a satisfactory final agreement, are sufficient to form a binding bilateral contract enforceable through specific performance.