Melby v. Doering

Summary

The Court held that the executed Buy-Sell Agreement and subsequent Amendment formed an independently enforceable contract for the sale of Marshall Mountain, even though the parties had not finalized every term of a later Contract for Deed. The language concerning mutual agreement on the final Contract for Deed was, at most, a condition precedent to closing rather than contract formation, and the additional terms proposed by the sellers were collateral or contradicted the existing agreement. The Court therefore affirmed partial summary judgment on breach and remanded for further proceedings.