When Robert Naldi offered $50 million to buy a Manhattan property from Michael Grunberg, the seller's broker responded--by way of email--with a $52 million counter-offer and gave Naldi the right to match "any legitimate, better offer."
After receiving that communication, Naldi undertook costly due diligence and had his lawyers prepare a draft contract which provided for a $50 million sales price.
Upon learning that the seller was considering an offer from another purchaser for a higher sum, Naldi tried to exercise his "right of first refusal" but was rebuffed--and the property was sold to a third party.
While the New York County Supreme Court refused to throw out Naldi's breach of contract case, when the dispute reached the Appellate Division, First Department, it opted to end the case.
Although it thought the parties' emails could have comprised the basis of an enforceable agreement, since there was no "meeting of the minds" as to the actual purchase price, the AD1 didn't think there was anything to enforce.
How would you have replied to that?
To view a copy of the Appellate Division's decision, please use this link: Naldi v. Grunberg