Real estate contract dispute; Whether the parties reached a meeting of the minds on all the essential terms of a land contract; Rathbun v Herche; Zurcher v Herveat; Monetary damages award; Abandoned issues

Rejecting defendant’s arguments that a binding land contract was not formed and that the trial court erred in awarding monetary damages, the court affirmed the “order awarding plaintiffs specific performance of a” real property Buy/Sell Agreement, money damages, and their attorney fees and costs. It found that defendant waived or abandoned several of his arguments on appeal. As to whether there was a binding land contract, he argued “that the addendum to the Buy/Sell Agreement did not include all of the essential elements to create” one. He contended that it “did not address marketable title. However, the addendum was specifically incorporated as part of the Buy/Sell Agreement, which in turn provided in ¶ 3 that the ‘sale of the Property shall be consummated by delivery of a Warranty Deed or owner financing [i.e., the land contract] conveying marketable title upon compliance with [the addendum].’ Thus, there was a provision for marketable title, rendering defendant’s argument factually incorrect.” He also argued the addendum failed to “address the adjustment of taxes and assessments. However, ¶ 7 of the Buy/Sell Agreement indicates that these matters would be prorated as of the date of closing. Defendant’s argument on this issue is factually inaccurate, and” he did not show “that this requirement was not satisfied.” His contention that “the addendum did not address the vendee’s right of possession” was also factually inaccurate as “¶ 9 of the Buy/Sell Agreement provides for the buyer to take possession at closing.” The court further determined that “the requirement that the parties be identified was clearly met[.]” As to the monetary damages award, among other things defendant asserted “the trial court began its calculations by determining the gross rental income based on an ‘arbitrary’ and ‘speculative’ monthly rental rate.” But he ignored “the fact the trial court based its rental rate on the record evidence that included a lease for the property during the relevant period and the testimony of defendant’s real estate agent[.]”