Cox v. SNAP, Inc.
United States Court of Appeals for the Fourth Circuit
859 F.3d 304 (2017)
SNAP (defendant) contracted to "issue" Cox (plaintiff) a nonqualified stock option and separately give him the right to require SNAP to repurchase it, but when Cox twice tried to exercise his repurchase right, SNAP refused to issue the underlying stock options at all; Cox sued for breach, and SNAP argued its future-tense promise to "issue" the options meant issuance was merely a condition precedent to the repurchase obligation that had never actually occurred, so its repurchase duty was never triggered. The district court granted Cox summary judgment, and SNAP appealed.
Whether, if a promisor prevents or hinders fulfillment of a condition to his or her performance, the condition can be waived or excused.