Specific Performance
Specific performance is an equitable remedy.
15. Specific Performance
Specific performance is an equitable remedy that compels a party to fulfill a contract by purchasing or selling property.
- Specific performance is available only when there is no adequate remedy at law.
- The inherently unique nature of real property means that in almost all situations where a buyer requests specific performance, money damages are not an adequate remedy.
- Specific performance also may be available to the seller of real property.
- A party who recovers under a theory of specific performance may or may not be entitled to seek money damages, depending on the terms of the remedies provisions of the real estate sales contract.
Specific performance is an equitable remedy available only when there is no adequate remedy at law. Because real property is inherently unique, money damages are almost never adequate for a buyer, so specific performance is almost always available, and it may also be available to the seller.
Specific performance is an equitable remedy. Instead of paying the wronged party money, the court orders the breaching party to actually do what the contract required: to go through with the purchase or the sale of the property. The whole doctrine rests on one threshold. Specific performance is available only when there is no adequate remedy at law. Money damages are the remedy at law, so the question is always the same: would money make this party whole? If money is an adequate substitute, the court will not order specific performance; if money is not adequate, equity steps in and orders the deal to be performed.
Here is why this matters so much in real estate. The scope tells you that the inherently unique nature of real property means that in almost all situations where a buyer requests specific performance, money damages are not an adequate remedy. Every parcel of land is treated as one of a kind. You cannot go buy an identical substitute on the open market the way you could replace a shipment of standard lumber, because there is no identical substitute for that particular piece of land. So when a seller breaches and refuses to convey, money usually cannot make the buyer whole, the legal remedy is inadequate, and the buyer can get specific performance compelling the seller to convey. That is the heart of the concept: land is unique, so the legal remedy is almost always inadequate for a buyer, so specific performance is almost always available to the buyer.
Two more printed points round it out. First, specific performance is not a buyer-only remedy; it also may be available to the seller of real property, who can sometimes compel the buyer to go through with the purchase. Second, on the damages question: a party who recovers under a theory of specific performance may or may not also be entitled to money damages, and that depends on the terms of the remedies provisions of the real estate sales contract. So specific performance and money damages are not always either-or; whether a party gets both turns on what the contract's remedies clause says.
Specific performance is equitable: the court orders the party to actually buy or sell, not pay.
Threshold: available only when there is no adequate remedy at law (money damages).
The killer fact for real estate: land is inherently unique, so in almost all buyer cases money damages are not adequate, and the buyer can compel conveyance.
Two add-ons: specific performance also may be available to the seller; and whether a recovering party also gets money damages depends on the contract's remedies provisions (may or may not).
no adequate legal remedy + unique land = specific performance, for buyer or seller.
A buyer and a seller signed a contract for the sale of a specific lakeside lot. Before closing, the seller changed his mind and refused to convey, offering instead to refund the buyer's deposit. The buyer wanted the lot itself, not a refund, and sued for specific performance compelling the seller to convey.
Suppose instead the buyer breached and refused to close. The seller may also seek specific performance, because the remedy is available to the seller too. And whether the seller, on top of getting the sale completed, can also recover money damages depends on the terms of the remedies provisions of the sales contract, not on a fixed rule.
An option that drops the threshold: specific performance available whenever a party prefers it, or whenever there is any breach.
Specific performance is available only when there is no adequate remedy at law; preference and breach alone are not enough.An option that treats the land as replaceable, a 'buy a substitute' or refunded-deposit frame making money adequate.
Real property is inherently unique; there is no identical substitute, so money damages are almost never adequate for a buyer.An absolute: specific performance is NEVER available to a seller, or a winning party is ALWAYS (or NEVER) also entitled to money damages.
It also may be available to the seller, and additional damages depend on the contract's remedies provisions (may or may not).A sympathetic fact, like a large deposit, the seller's change of heart, or the buyer's resale history, offered as the reason for or against the remedy.
The operative question is the inadequacy of the legal remedy given land's uniqueness, not the equities of the breach.A correct 'yes' keyed on the breaching party's bad faith rather than on the inadequacy of money damages for unique land.
Name the operative reason: no adequate remedy at law because the land is unique.the stem gives you a signed contract to buy or sell a specific piece of real property, then a breach, usually a seller refusing to convey or a buyer refusing to close, and asks whether the wronged party can force the deal through rather than just take money.
The instant you see a real-estate sale that one side is trying to escape, run the threshold: is there an adequate remedy at law?
Because land is inherently unique, money damages are almost never adequate for a buyer, so the legal remedy is inadequate and specific performance is available to compel conveyance.
Remember the remedy is not buyer-only, the seller may seek it too.
And if the question asks whether the winning party also gets money damages, the answer turns on the contract's remedies provisions, so it may or may not, do not state a flat rule.
A buyer contracted to purchase a particular hillside lot from a seller. Before closing, the seller received a higher offer from someone else, refused to convey to the buyer, and offered to return the buyer's deposit with interest. The buyer did not want a refund; she wanted that specific lot, which had views she could not find elsewhere. She sued the seller for specific performance to compel the conveyance, and the seller argued that returning the deposit fully compensated her.
Is the buyer likely to obtain specific performance?
A seller contracted to sell a specific parcel to a buyer, and the buyer then refused to close and walked away from the deal. The seller would have preferred to complete the sale to this buyer rather than relist the parcel, and sued to compel the buyer to go through with the purchase. The buyer responded that specific performance is a remedy that only a buyer of real property can ever obtain.
Is specific performance available to the seller here?
A buyer who had contracted to purchase a specific commercial building from a seller sought specific performance after the seller refused to convey. The seller pointed out that the buyer was a developer who had bought and sold many properties and could readily purchase a different building for her project, and argued that because the buyer could simply buy a substitute, money damages would fully cover any loss.
Is the seller's substitute-building argument likely to defeat the buyer's claim for specific performance?
A buyer obtained specific performance compelling a seller to convey a specific parcel after the seller's refusal to close had delayed the buyer's planned use of the land. The buyer then asked the court to award her money damages for the delay in addition to the conveyance she had already won. The remedies provisions of the parties' sales contract addressed whether additional money damages could be recovered along with specific performance.
What determines whether the buyer may also recover money damages?
A buyer contracted to purchase from a seller a quantity of mass-produced, standardized fencing panels that were widely available from many suppliers at the same market price. The seller refused to deliver the panels, and the buyer, who could buy identical panels elsewhere without difficulty, nonetheless sued for specific performance to compel the seller to deliver these particular panels.
Is the buyer likely to obtain specific performance of this contract?