A Miami-Dade Circuit Court judge has issued a final ruling in favor of a couple sued by College Health II, an organization run by disbarred and infamous attorney Sam Burstyn.
This lawsuit arose out of a failure to enter into a real estate contract. Essam Fahad Zahid and his wife Lee Melody Marin found a property for sale in Miami Beach and were immediately interested. Although overseas in Saudi Arabia, the couple proceeded to make a full price offer. The agreed purchase price was $12.9 million.
The couple were represented by Adrian Felix, a partner at Bilgin Samberg Baena Price & Axelrod.
They posted a $100,000 bond and were required to pay a second bond of $1.3 million by Dec. 31, 2021, when the testing period ends. However, a number of issues were uncovered during the inspection period. According to court documents, the buyer’s real estate agent said, “Fidelity’s title agreement shows violations of law, a tax warrant that needs to be released, a Miami-Dade County enforcement lien that needs to be released, and a notice of hazardous structure violation. “We have determined that it is,” he said. , a Miami-Dade County Hazardous Structures Panel order, which also had to be lifted and required payment of outstanding assessments. ”
These defects had not been previously disclosed by the seller, so the couple did not proceed with a second deposit, but were still interested in purchasing. They agreed to sign a compliance agreement that transferred the seller’s obligation to resolve any covenant violations and limited the buyer’s ability to resell the property. The agreement would also have been signed by Miami.
There were technical issues with the defendants signing the agreement remotely, and the city did not sign the agreement until February 9, two days after the deadline.
The day before closing, the seller refused to grant an extension, even though it was clear that the city’s signature on the compliance agreement was still pending.
The buyer failed to pay the second deposit, so the lawsuit began. Plaintiff College Health II was represented by Robert Kent Burlington, a partner at Coffey Burlington. He did not respond to requests for comment.
Judge Marvel Lewis found there was no breach of contract and ruled in favor of the defendants. “They were consistent and continually accommodating the seller’s requests throughout the entire process, and even at short notice, the buyer and their attorney were able to execute and notarize the compliance agreement at closing. “They went to great lengths to comply with their obligations, which is all they had to do,” the judge wrote.
According to the judge, the delay in initiating the wire transfer request for funds was due to the seller’s own delay in providing the required signed documents. “The evidence clearly establishes that the sellers did not have access to a copy of the City of Miami’s signed compliance agreement prior to or at the close of the closing date,” she wrote.
“What was really important was telling the full story of the transaction,” Felix said. “The final judgment shows that the seller knew about the breach of terms long in advance and failed to disclose that information.The seller then continued to provide misleading information to the buyer during the contract period, and four days before closing, the seller “continued to provide misleading information to the buyer” and offered a side agreement that shifted the seller’s liability to the buyer. ”
Felix said communication with city officials and other third parties involved was key to the litigation process. “We ultimately won the case and the seller had to hand over all of those communications, which showed what happened during the transaction and what was going on in the background. It was very important to tell the story. You can always stand up and tell the story. But nothing tells a story like something written in black and white.”
Are you taking it home? The key to avoiding the nightmare of litigation is understanding the difference between pre-contract and contract signing. “If a condition requires performance before closing, it is different than at closing. This means performance is not simultaneous, and whoever is obligated to perform before closing You can’t rely on bidding performance at the proverbial closing table. I think that’s the key,” Felix said.
