🚀 go-pugleaf

C'est un message de format MIME en plusieurs parties.

------=_NextPart_000_0137_01C0C1AA.52F28340
Content-Type: text/plain;
	charset="iso-8859-1"
Content-Transfer-Encoding: 8bit

One may not retard things and then invoke the expiration of a delay.

Matisse offers to buy land owned by a company, at the following conditions:
  a) sale price: 153 000$, with a 3 000$ up-front deposit;

  b) signing of the deed of sale "at the latest" within 75 days of the
company's accepting the offer;

  c) Matisse has 20 days following the company's accepting the offer to be
fully satisfied with its titles to the land, and if he is not satisfied he
must so advise the company, in which case the offer is reputed null and void
and his deposit returned to him.
The company accepted the offer and Matisse instructed his notary to
undertake examination of the land's titles. Having noticed irregularities
(old mortgages to be stricken, etc.), on several occasions the notary
communicated with the company's lawyer to have the required corrections
made, but things took time.

In fact, after another individual expressed interest in acquiring the land,
the company's lawyer delayed in transmitting documents and other relevant
information to the notary, who on several occasions mentioned that Matisse
still wished to acquire the land after the required corrections were made,
so the 75 day delay had expired when everything was settled.

Since the company then refused to sign the deed of sale, Matisse sued it to
have the court order it to sell him the land at the agreed upon price.

In defense, the company alleged that Matisse's legal action had to be
dismissed since the 75 day delay had not been respected. This argument was
rejected by the court, which referred to section 1732 of the Quebec Civil
Code, to the effect that a vendor may never exempt himself from his personal
fault, to mention the following:
  "To determine if a delay mentioned in a offer to buy is mandatory, it must
be considered in view of all circumstances pertaining to the transaction,
including the parties' behavior. The party which, by its fault or incapacity
to act, causes a delay may not invoke the delay's expiration to avoid facing
its legal obligations."
The court also mentioned that one could deduce, from the exchange of
documents and of information between the notary and the lawyer, that Matisse
and the company had manifested a joint intention to correct the title
defects to conclude the transaction, and that they had thereby tacitly
agreed to delay the signing of the deed of sale.

As second argument, the company submitted that, according to its very terms,
the offer to buy was null since Matisse had demonstrated his dissatisfaction
with the land titles. The court also rejected this argument, on the basis
the this only constituted an option in Matisse's favor to annul the offer if
he was not satisfied, whereas he also had the right to accept, or to try to
correct, title problems, which he had done.

Matisse's action was therefore granted by the court and he got the land for
the agreed upon price.

[Posting date in our web site's "What's up?" section: 10/04//01. Court file
number: 500-05-047609-993. Judgment date: 15/01/01]

Beaulieu Normandeau

Avocats
Barristers & Solicitors

Place Iberville III
2960, boulevard Laurier, suite 40
Sainte-Foy (QC) G1V 4S1
Canada
Tel: (418) 652-1868
Fax: (418) 657-6728
Web site: www.beaulieunormandeau.com
e-mail: attorney@beaulieunormandeau.com

Operating out of the Quebec City suburb of Sainte-Foy in Canada, Beaulieu
Normandeau represents individuals and small, medium and large companies and
corporations by offering them practical and judicious strategies and
solutions in view of maintaining and facilitating their growth.

Our web site's main purpose is to share legal information with our clients
and the general public in a practical, dynamic and user-friendly manner. Its
main section, "What's up?", is updated every Monday and contains a brief
summary of our selection of recent judgments or of legal principles relating
to the business world that we deem important for people residing in Quebec
or who have interests here, and who wish to have a better understanding of
the workings of our legal system. This section allows visitors to our site
to subscribe to our free e-mail service to automatically receive our weekly
articles on business law, which our clients may also freely receive by fax
or snail mail.

Please note that the legal developments summarized above are shared as
general information only, do not constitute a full analysis or a legal
opinion on our part and do not establish a solicitor-client relationship.
Although our summaries take into account applying law at the moment of their
posting here and usually rely on a recent jurisprudential basis, and
although we do our utmost to post up-to-date information, the law discussed
here may be modified or may have been modified and the facts of the case are
not necessarily the same as those that may concern you. Be prudent and
consult an attorney before taking an important decision!

Any court file number and judgment referred to above truly exist. As to
judgments, the vast majority are subject to a delay between the date at
which they are rendered and the date at which they are available in
electronic databases. Finally, as to the identity of parties to a litigation
process, although such information is part of the public domain, our policy
is to refrain from posting it.

We appreciate your interest!

Copyright � 2001 Beaulieu Normandeau.

------=_NextPart_000_0137_01C0C1AA.52F28340
Content-Type: text/html;
	charset="iso-8859-1"
Content-Transfer-Encoding: quoted-printable

<!DOCTYPE HTML PUBLIC "-//W3C//DTD HTML 4.0 Transitional//EN">
<HTML><HEAD>
<META http-equiv=3DContent-Type content=3D"text/html; =
charset=3Diso-8859-1">
<META content=3D"MSHTML 5.50.4134.600" name=3DGENERATOR>
<STYLE></STYLE>
</HEAD>
<BODY bgColor=3D#ffffff=20
background=3D"C:\PROGRA~1\FICHIE~1\MICROS~1\Papier =E0 =
lettres\Courriel-Fond.jpg">
<DIV align=3Dleft><FONT color=3D#800000><FONT face=3DArial =
color=3D#000000><FONT size=3D1>
<DIV align=3Dleft><FONT color=3D#4b0000 size=3D2><STRONG>One may not =
retard things and=20
then invoke the expiration of a delay.</STRONG></FONT></DIV>
<DIV><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>Matisse offers to buy land owned by a =
company, at=20
the following conditions:</FONT></DIV>
<BLOCKQUOTE dir=3Dltr style=3D"MARGIN-RIGHT: 0px">
  <DIV align=3Dleft><FONT size=3D2>a) sale price: 153 000$, with a 3 =
000$ up-front=20
  deposit;</FONT></DIV>
  <DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
  <DIV align=3Dleft><FONT size=3D2>b) signing of the deed of sale "at =
the latest"=20
  within 75 days of the company's accepting the offer;</FONT></DIV>
  <DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
  <DIV align=3Dleft><FONT size=3D2>c) Matisse has 20 days following the =
company's=20
  accepting the offer to be fully satisfied with its titles to the land, =
and if=20
  he is not satisfied he must so advise the company, in which case the =
offer is=20
  reputed null and void and his deposit returned to =
him.</FONT></DIV></BLOCKQUOTE>
<DIV align=3Dleft><FONT size=3D2>The company accepted the offer and =
Matisse=20
instructed his notary to undertake examination of the land's titles. =
Having=20
noticed irregularities (old mortgages to be stricken, etc.), on several=20
occasions the notary communicated with the company's lawyer to have the =
required=20
corrections made, but things took time.</FONT></DIV>
<DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>In fact, after another individual =
expressed=20
interest in acquiring the land, the company's lawyer delayed in =
transmitting=20
documents and other relevant information to the notary, who on several =
occasions=20
mentioned that Matisse still wished to acquire the land after the =
required=20
corrections were made, so the 75 day delay had expired when everything =
was=20
settled.</FONT></DIV>
<DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>Since the company then refused to sign =
the deed of=20
sale, Matisse sued it to have the court order it to sell him the land at =
the=20
agreed upon price.</FONT></DIV>
<DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>In defense, the company alleged that =
Matisse's=20
legal action had to be dismissed since the 75 day delay had not been =
respected.=20
This argument was rejected by the court, which referred to section 1732 =
of the=20
Quebec Civil Code, to the effect that a vendor may never exempt himself =
from his=20
personal fault, to mention the following:</FONT></DIV>
<BLOCKQUOTE dir=3Dltr style=3D"MARGIN-RIGHT: 0px">
  <DIV align=3Dleft><FONT size=3D2>"To determine if a delay mentioned in =
a offer to=20
  buy is mandatory, it must be considered in view of all circumstances=20
  pertaining to the transaction, including the parties' behavior. The =
party=20
  which, by its fault or incapacity to act, causes a delay may not =
invoke the=20
  delay's expiration to avoid facing its legal=20
obligations."</FONT></DIV></BLOCKQUOTE>
<DIV align=3Dleft><FONT size=3D2>The court also mentioned that one could =
deduce,=20
from the exchange of documents and of information between the notary and =
the=20
lawyer, that Matisse and the company had manifested a joint intention to =
correct=20
the title defects to conclude the transaction, and that they had thereby =
tacitly=20
agreed to delay the signing of the deed of sale.</FONT></DIV>
<DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>As second argument, the company =
submitted that,=20
according to its very terms, the offer to buy was null since Matisse had =

demonstrated his dissatisfaction with the land titles. The court also =
rejected=20
this argument, on the basis the this only constituted an option in =
Matisse's=20
favor to annul the offer if he was not satisfied, whereas he also had =
the right=20
to accept, or to try to correct, title problems, which he had =
done.</FONT></DIV>
<DIV align=3Dleft><FONT size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D2>Matisse's action was therefore granted =
by the court=20
and he got the land for the agreed upon price.</FONT></DIV>
<DIV align=3Dleft>&nbsp;</DIV>
<DIV align=3Dleft><FONT size=3D1>[Posting date in our web site's "<A=20
href=3D"http://www.beaulieunormandeau.com/new.htm"><FONT =
color=3D#000080>What's=20
up?</FONT></A>" section: 10/04//01. Court file number: =
500-05-047609-993.=20
Judgment date: 15/01/01]</FONT></DIV></FONT></FONT></FONT></DIV>
<DIV align=3Dleft><FONT color=3D#800000><FONT face=3DArial =
color=3D#000000=20
size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dcenter></FONT><FONT size=3D5>Beaulieu =
Normandeau</FONT></DIV>
<DIV align=3Dcenter><IMG alt=3DJustice hspace=3D0=20
src=3D"C:\Program Files\Fichiers communs\Microsoft Shared\Papier =E0 =
lettres\Justice.gif"=20
align=3Dbaseline border=3D0></DIV>
<DIV align=3Dcenter><FONT face=3DArial><FONT =
size=3D1>Avocats<BR>Barristers &amp;=20
Solicitors</FONT></FONT></DIV>
<DIV align=3Dcenter><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dcenter><FONT face=3DArial><FONT size=3D1>Place Iberville =
III<BR>2960,=20
boulevard Laurier, suite 40<BR>Sainte-Foy (QC) G1V 4S1<BR>Canada<BR>Tel: =
(418)=20
652-1868<BR>Fax: (418) 657-6728<BR>Web site: </FONT><A=20
href=3D"http://www.beaulieunormandeau.com"><FONT color=3D#000080=20
size=3D1>www.beaulieunormandeau.com</FONT></A><BR><FONT size=3D1>e-mail: =
</FONT><A=20
href=3D"mailto:attorney@beaulieunormandeau.com"><FONT color=3D#000080=20
size=3D1>attorney@beaulieunormandeau.com</FONT></A></FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D2></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>Operating out of the =
Quebec City suburb=20
of Sainte-Foy in Canada, Beaulieu Normandeau represents individuals and =
small,=20
medium and large companies and corporations by offering them practical =
and=20
judicious strategies and solutions in view of maintaining and =
facilitating their=20
growth.</FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>Our web site's main =
purpose is to share=20
legal information with our clients and the general public in a =
practical,=20
dynamic and user-friendly manner. Its main section, "<A=20
href=3D"http://www.beaulieunormandeau.com/new.htm"><FONT =
color=3D#000080>What's=20
up?</FONT></A>", is updated every Monday and contains a brief summary of =
our=20
selection of recent judgments or of legal principles relating to the =
business=20
world that we deem important for people residing in Quebec or who have =
interests=20
here, and who wish to have a better understanding of the workings of our =
legal=20
system. This section allows visitors to our site to subscribe to our =
free e-mail=20
service to automatically receive our weekly articles on business law,=20
which&nbsp;our clients may also freely receive&nbsp;by fax or snail=20
mail.</FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>Please note that the legal =
developments=20
summarized above are shared as general information only, do not =
constitute a=20
full analysis or a legal opinion on our part and do not establish a=20
solicitor-client relationship. Although our summaries take into account =
applying=20
law at the moment of their posting here and usually rely on a recent=20
jurisprudential basis, and although we do our utmost to post up-to-date=20
information, the law discussed here may be modified or may have been =
modified=20
and the facts of the case are not necessarily the same as those that may =
concern=20
you. Be prudent and consult an attorney before taking an important=20
decision!</FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>Any court file number and =
judgment=20
referred to above truly exist. As to judgments, the vast majority are =
subject to=20
a delay between the date at which they are rendered and the date at =
which they=20
are available in electronic databases. Finally, as to the identity of =
parties to=20
a litigation process, although such information is part of the public =
domain,=20
our policy is to refrain from posting it.</FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>We appreciate&nbsp;your=20
interest!</FONT></DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1></FONT>&nbsp;</DIV>
<DIV align=3Dleft><FONT face=3DArial size=3D1>Copyright =A9 2001 =
Beaulieu=20
Normandeau.</FONT></DIV></BODY></HTML>

------=_NextPart_000_0137_01C0C1AA.52F28340--