I Have A Signed P&S Agreement But The Seller Refuses To Sign The Deed Because She Claims She Does Not Speak And Read English Fluently And Therefore We Have No Valid Agreement. What Can I do?

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You can sue for specific performance of the purchase and sale agreement (“P&S agreement”).InOcean City Development, LLC v. Barrros,(Mass. Land Court, January 2, 2018), the Land Court addressed that issue, ordering the Seller to convey her property to the Buyer in accordance with the P&S agreement signed by the parties.

In that case, the Seller and the Buyer had a signed P&S agreement. Nonetheless, the Seller refused to execute the deed. The Buyer sued seeking specific performance of that agreement. The Seller disagreed that she was required to convey her property. She claimed that she did not understand what the Buyer was saying to her during their conversations that preceded the execution of the P&S. Because “she doesn’t meaningfully speak and read English” – the Seller argued – the P&S is not a valid contract. The Court rejected the Seller’s argument, holding that “claim that she does not speak or understand English does not, by itself, render the P&S agreement invalid without a showing of fraud.”

The Court did not find that the Seller ” speaks English fluently or even well.”Nonetheless, the Court concluded that there was no fraud. As the Court explained, “the traditional legal principles do not insist on a comprehensive level of appreciation by the contracting parties” citing, 330 Mass. 187, 193 (1953)(“[O]ne who signs a written agreement is bound by its terms whether [one] reads and understands it or not or whether [one] can read or not”).

Here, “the price on which the parties agreed may have been less than [the Seller] might have obtained from another willing buyer, but a disadvantageous price does not. standing alone, signify fraudulent behavior by the [Buyer].”Moreover, the Court observed that the Seller is not “someone whose lack of facility with English rendered her incapable of ordinary understanding about the general legal significance of the deal she was striking with” the Buyer.

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