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WCLawyer
WCLawyer, Attorney
Category: South Africa Law
Satisfied Customers: 15603
Experience:  L.LB (UOVS)
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Greetings .The owner of pharmacy and me a registered

Customer Question

greetings .The owner of pharmacy and me a registered pharmacist had a verbal agreement on the sale of the pharmacy . A manager and I were to purchase the pharmacy over terms period agreeded by the seller . An accountatant was hired and documents were sent to an attorney to draw .
He has now said that the sale is off , with no reason
Please advise
Submitted: 1 year ago.
Category: South Africa Law
Customer: replied 1 year ago.
is this legal
Expert:  WCLawyer replied 1 year ago.

Good evening.

This is a difficult question to answer without having any background knowledge on what transpired in the run up to this verbal agreement. Certainly a verbal agreement to sell a business would be binding and enforceable. Despite the obvious dilemma of proving the agreement (his word against yours type of thing), there are a couple of other issues.

First and foremost, you need to absolutely sure there was a solid agreement. For a contract (verbal or otherwise) to exist, the following elements must exist:

1. There must be a meeting of the minds. In other words, the parties to the contract must be in agreement with the essential elements of the contract. For instance, the parties must be certain on what is bought, for how much, when it is to be paid, who sells and who buys.

2. There must also be a clear intention to contract with each other. This is where things are not clear in your situation. Was it the intention of the parties to conclude the contract on a handshake and then just put the agreement in writing, or was it the intention of the parties to only make the agreement valid once they are in possession of a written contract signed by all concerned. In other words, when you stood up from the table, did everybody there see it as a done deal, or was the gist that we will decide finally once we have the written agreement. If it is the former, then you would have a case to hold him to the agreement. If it was the latter, it is going to be more unlikely that you could sue him for specific performance.

3. The contract must not be for an unlawful or immoral purpose and

4. The formalities for that particular contract needs to be adhered to. For instance, a contract for the sale of a house legally has to be in writing, signed by everybody and contain certain specific terms.

So, in summary, the whole issue hinges on what as discussed in paragraph 2.

I sincerely ***** ***** I am making sense here, but if you have follow up questions before you rate, feel free to ask them at no extra cost. If you are satisfied with the service, kindly rate it positively.

Customer: replied 1 year ago.
Answers to your questions
1. Yes an agreement was discussed on the selling price and payment period. A chartered accountant was also brought in to oversee the process and information sent to a lawyer to draw up the documents
2 Yes the agreement was clear and hanshook upon. When everyone left office its was supposed to be a done deal . Every staff was called upon the seller and tld of the agreement . New staffing packakges were prepared by by us both purchasers and seller . Reps and patients were told about this
Specific notes were drawn up on this whole issue . Every staff notified on the takeover date , initially supposed to be 1st November 2015 , then he said 1st January 2015 then 1st March 2015 , and now he says deal is off as he has prayd over it , and it is something he cant do .Please adviseMany thanks Sudesh
Expert:  WCLawyer replied 1 year ago.

In that instance, you would have to approach an attorney and you would have to sue him for specific performance. In essence, what that is, is a request to court (not as simple as a mere request though, unfortunately) to force him to sell as per the agreement. That would currently be your only option to force the sale.

Alternatively, you can accept his repudiation of the agreement and sue him for damages.