Kasten Construction Co. v. Maple Ridge Construction Co.

245 Md. 373, 226 A.2d 341 (1967)

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Nature of the Case

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Facts

Maple Ridge (P) entered a contract to buy a number of finished residential lots from Kasten (D). Time was not stipulated to be of the essence in the contract. P encountered financing difficulties and obtained one extension on the settlement date. A request for a second extension was refused by D. Between the date of the contract and the extended settlement date, D had bulldozed some of the streets in the development, but had not begun working on the lots to get them ready for construction, and had not made arrangements with the county for street and drainage easements or public utilities. P continued to try to obtain financing and retained an architect to prepare plans for the houses which were to be built on the lots. On the settlement date, neither party made demand on the other. Five days later, P notified D that it had applied for a title examination. D then notified P that they considered the contract to be null and void since the extension had expired. The lower court found that, although it had delayed, P had tendered full performance of the contract within a reasonable time; and that D had not acted as though time were of the essence, had been lackadaisical in its performance, and had suffered no loss that could not be compensated in money. The court, therefore, awarded specific performance to P. D appealed, claiming that its refusal to grant further extensions was a clear indication that time was of the essence, and should have been inferred from the circumstances.