ORDER RESOLVING CROSS MOTIONS FOR SUMMARY
Montgomery-Reeves Vice Chancellor
on April 10, 2015, USA House Solutions, Inc. and Francis A.
Zaborowski entered into an agreement (the
"Contract") for the sale of property located at 21
Anchor Inn Road, Townsend, Delaware 19734 (the
the Estate of Christine A. Zaborowski (the
"Estate") owned the Property at the time of the
execution of the Contract;
the Estate closed with the New Castle County Register of
Wills on November 30, 2016;
on September 22, 2016, Respondent entered into an agreement
to sell the land to a third party for twice the price of the
Petitioner moves for summary judgment and asks for specific
performance of the Contract;
THEREFORE, THE COURT HEREBY FINDS AND ORDERS AS FOLLOWS:
Court has reviewed the parties' briefs, supporting
submissions, and the applicable law.
grant Petitioner's Motion for Summary Judgment and order
specific performance of the Contract.
Under Delaware law, the Court grants summary judgment
"if the pleadings, depositions, answers to
interrogatories and admissions on file, together with the
affidavits, show that there is no genuine issue as to any
material fact and that the moving party is entitled to
judgment as a matter of law." Twin Bridges Ltd.
P'ship v. Draper, 2007 WL 2744609, at *8 (Del. Ch.
Sept. 14, 2007) (citing Ct. Ch. R. 56(c)). When considering a
motion for summary judgment, the evidence and the inferences
drawn from the evidence are to be viewed in the light most
favorable to the nonmoving party. Judah v. Del. Tr.
Co., 378 A.2d 624, 632 (Del. 1977).
Petitioner moves for summary judgment and seeks specific
performance of the Contract. "A party seeking specific
performance of a real estate contract must prove three
elements: (i) that it had a valid contract; (ii) that it was
ready, willing, and able to perform its obligations under
that contract; and (iii) that the balance of the equities
favors specific performance." Deene v.
Peterman, 2007 WL 2162570, at *5 (Del. Ch. July 12,
2007) (citing Walton v. Beale, 2006 WL 265489, at *3
(Del. Ch. Jan. 30, 2006)). The party "seeking specific
performance has the burden of proving entitlement by clear
and convincing evidence." Id. (quoting
Carteret Bancorp, Inc. v. Home Gp., Inc., 1988 WL
3010, at *9 (Del. Ch. Jan. 13, 1988)).
Respondent argues that the Contract is void for violating the
rule against perpetuities. Resp't's Answering Br. 10.
Petitioner disagrees. Assuming the rule against perpetuities
applies in this context, I conclude that the Contract does
not violate the rule against perpetuities.
rule against perpetuities states:
[N]o interest is good unless it must vest, if at all, not
later than 21 years after some life in being at the creation
of the interest. The purpose of the rule is to promote free
alienation of land and therefore it should be rigidly
enforced. The rule is not concerned with the duration of an
interest in land, but rather the time of vesting of that
interest. It is not enough that the contingent event may
happen or even probably will happen ...