Many currently refuse to honour mandates, offers and #promises to sell real estate.

The Court of Cassation recently validated the #forced fulfilment# of a unilateral promise to sell property (Cass Civ 3e, 23 June 2021, 20-17554).

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The Court recalls that before 2016 the promise to sell was analysed as an “obligation to do”.

If the promise was retracted before the beneficiary of the promise decided to buy, there was no “meeting of the minds” possible. Therefore, there was no forced sale (Cass Civ 3e, 15 December 1993, n° 91-10199) but possibly an order to pay damages (Cass Civ 3e, 28 October 2003, n° 02-14459).

The law has evolved in favour of the forced execution of an agreement when it is possible (Cass Civ. 1, 16 January 2007, n° 06-13983).

And the unilateral promise of sale is a preliminary contract which already contains the seller’s consent and the essential elements of the final contract. Its scope must therefore be assessed differently.

Therefore, unless otherwise stipulated, the promisor is definitively obliged to sell as soon as the preliminary contract is concluded, without the possibility of withdrawal.

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