It is not because a buyer agrees to buy a property at the asking price that the sale is certain and that the two parties are definitively committed.
For the Court of Cassation, as long as promise or compromise intended to specify the terms of the sale and the conditions precedent is not signed, buyer and seller are still in the process of talks and one of them may withdraw without committing a fault.
A buyer criticized the seller of a building for having sold another when they had both signed an agreement, a few months earlier, specifying that they had agreed on the thing and on the price. It was not because this agreement provided for the signing of a deed to settle the details that the sale was not certain and that the seller could withdraw, he said. This buyer, replied the seller, did not show up for the appointments set to sign this first agreement, the compromise, and even if everyone signed a document of agreement in principle, the sale was not concluded.
It is this last reasoning that was accepted by the Court of Cassation. Insofar as details remained to be regulated by the signing of a deed, the sale was not perfect and the commitment document signed by both parties was part of talks. The seller, having no further news, therefore did not commit any fault in seeking and finding another buyer thereafter.
Cas. Civil 3, 11.5.2023, Y 22-11.287
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