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A buyer in Metairie signs a purchase agreement to buy a home for $375,000. The agreement includes a due diligence contingency allowing the buyer to cancel within 10 days for any reason. On day 8, the buyer's inspector finds no major issues, but the buyer simply has second thoughts and sends a written notice of cancellation. The seller argues the buyer cannot cancel because the inspection was satisfactory. What is the correct legal outcome under Louisiana contract law?

Correct Answer

B) The buyer can cancel and recover the earnest money because the contingency allowed cancellation for any reason within the stated period

Under Louisiana Civil Code principles, parties are free to contract on any terms not prohibited by law (Civil Code Art. 1971). A due diligence contingency that expressly allows cancellation 'for any reason' within a stated period is a valid potestative condition in the buyer's favor. Because the buyer exercised the right within the 10-day window and the contract expressly permitted cancellation for any reason, the buyer is entitled to cancel and recover the earnest money. The seller cannot override an express contractual right by arguing the inspection results were satisfactory.

Answer Options
A
The seller is correct; a satisfactory inspection report removes the buyer's right to cancel under the contingency
B
The buyer can cancel and recover the earnest money because the contingency allowed cancellation for any reason within the stated period
C
The buyer can cancel but forfeits the earnest money because cancellation without cause constitutes breach
D
The contract is automatically extended for another 10 days to allow the parties to renegotiate

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Related Topics & Key Terms

Key Terms:

contingencydue_diligenceearnest_moneyoffer_and_acceptancepotestative_condition

Related Concepts

Contingencies are conditions written into a real estate contract that must be met before the transaction can close. If a contingency is not satisfied, the buyer can typically cancel the contract without penalty.

Contract termination occurs when a contract is ended or discharged, releasing both parties from their obligations. A contract can be terminated through performance, mutual agreement, operation of law, or breach.

A counteroffer is a response to an original offer that changes one or more terms of the offer, effectively rejecting the original offer and creating a new offer. The party who makes the counteroffer becomes the new offeror.

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