395 Mass. 199
-D gave P right to acquire all the stock in an apartment complex before defendant would sell the stock to anyone else on the same terms and the option to match the price of sale of said property to extend for a 60-day period from the time an offer was received.
-Defendant entered into a purchase and sale agreement to sell the stock to a third person without giving plaintiff notice and the opportunity to purchase the stock
-The court determined that plaintiff must prove his ability to perform his concurrent obligations under the option contract and show his ability to finance the purchase of the stock.
-His ability to do so was an essential part of establishing defendant’s liability.
-The case was remanded because the question of plaintiff’s ability to purchase the stock should have been submitted to the jury
-Defendant appealed from a decision of the Suffolk Superior Court (Massachusetts) imposing liability upon defendant for failing to give plaintiff proper notice of defendant’s intent to sell to a third party stock that plaintiff held an option to purchase.
-When performance under a contact is concurrent, one party cannot put the other in default unless he is ready, willing and able to perform and has manifested this by some show of performance. (if X does not have money to pay Y, then Y would not be in default if they breach the K)
-The financial ability of a prospective buyer of property is a material issue in his action for damages against a repudiating defendant for breach of an agreement to sell that property for an established price.
-Court remanded the case for a retrial to determine whether, if plaintiff had been given proper notice of his right to purchase the stock that he held an option to buy, he would have been ready, willing, and able to do so during the option period.