community in marshall county illinois there is a sense of protective covens that are in place benefiting the development and the folks that own property there article twelve of those protective continence lays out the right of st refusal scheme that applies to this case the wrong things defendants rossi's sold her back to back clubhouse drawings as shown on the survey and pull into the garage on lot one hundred and forty one and walk up the flight of stairs we into the house on law one rockies did not give king any article twelve offer before accepting the clouds offer to purchase the property or before closing on the sa because when king the plaintiff discovered that the property had been sold closed and she hadn't received an offer she contacted the property manager of the association were trampled back to the dual agent the broker that had been involved in the transaction and the dual needin resolved to prepare a was that a walk through inspection would not be arranged because the transaction had already closed this is a writer st refusal case involving a package deal a issue is whether plaintiff received the notice meaning the offer containing the same terms not only the price but the same terms as the twelve  the ancillary issue is whether based upon the facts of the case the undisputed facts of the case whether the plaintiffs letter that she sent out after her as far as i know all based upon the retreat the dell case which is the st district nine hundred and ninety eight case cited in the briefs there could be three possible remedies for breach of right of st refusal in a package deal case and as far as i know this is a case of st impression as to what illinois law would provide in terms of a remedy for a breach of a right or st refusal in a package deal but the rich should be dealt case analyzed three different remedies that other states have refusal back to the green floor with an injunction that would prevent a sale of that part to anybody else without st the article twelve offer what the fair market value of that part would be based upon the terms of the deal and granting specific performance to the plaintiff requiring that the plaintiff if they want the property they pay the money and on the scene terms they get the property in the rd remedy would be a remedy of law and would be money gam based upon a review of illinois law it would seem that specific performance is the remedy for a breach of a right or st refusal under the henderson daniel the henderson case number one there was no evidence the defendant's rosenior collette agreed to unwind the transaction there had been some self serving deposition testimony by joanne sl the dual legion broker again who works for a brokerage firm but is now the subject of a rd party complaint brought by defend against the brokerage firm that they had agreed to unwind but that was the st the point of had ever heard about at the deposition table there was no evidence in fact the evidence was there was not a reconvince of the property to ross's in order for the process to be gone over a year on number two there was no evidence that king was given an opportunity to match the offer that collects had made to the russells instead after the the elements that are important to buyers and sellers when they negotiate arm's length transactions like this every day which would include assume a contingency title there was nothing like that referenced in the one page form and when plaintiff called in response to getting the one page form when plaintiff contacted the broker saying hey can we at least get into the place brokerage firm i can't say that it's a customary form in any way shape or form particularly given article twelve's requirement that the offer be made on the is just not borne out by the facts of the case after the transaction closed and after the defendants collect had been served with a summons and a complaint in this case they the defendants callet knew about this litigation and they went on as they did and did is they wished with regard to any points not really argued we do stand on our briefs in sum the rosses never offered to sell the property to point them at the price and on the scene terms and for summary judgment to be granted didn't wait of staver on counts one in two and in the alternate is are there any other questions for me permanent and it cannot be withdrawn this court gave look no further than plaintiff's teams august st two thousand and fifteen response to write a st refusal and that is actually what she label whether or not she had that right she was saying you cannot force me to do that and i will not do that that you cannot force me to do that and i will not and therein constitutes the waiver where she took a look at the  to match the terms of that offer because it includes like one hundred and forty one dollars and you cannot do that to me and i expressly refused to do that and there constitutes the way and there's been some talk about package deal and i will submit to this court that the concept of a package deal became your own into this case based upon the ization that plaintiff came took before the trial before the trial offer of purchase that was made here and the trial judge judge keith stated but it did go to both was mr frost it went to both loss and my client didn't get the opportunity to match the terms of the deal which would have turning it was written by her attorney and signed by her and as resided in the briefs friend of the king also said i read this before so i did i understood i approved of this content and most significantly doesn't fifteen she took a very definite unequivocal position i will not match the terms of the clips awful i will not you can't force me to do that i want then offer written i don't want to purchase the vacant lot for whatever it's fifteen once a waiver is done the law says it is permanent and cannot be undone now between trying to use a variety of ways to avoid the consequences of what i parents and mr frost response well true i think that's the strongest about the a time that there was an attempt to amend the holding this case that came tried to do anything during this litigation to avoid the consequences the case law your honor is i believe it goes out i read quite a few cases on land and i respect opposing counsel's argument because to do with contract offenses but i read into that case law the general know it would be one thing to be a problem carrying groceries of eighty steps every day when you get home from work with trying to imagine buying a new refrigerator try to imagine bringing contractors it to build a new addition to your home how do they get but the bottom line is this when they learn that there are going to stay on the right of st refusal my club the real sure spoke with the clubs and they agreed to unwind the deal completely if the if there were king wanted to to match that offer she could get it and this is really the basis of judge's order here just keep a look at this and he said we have a breach of contract the remedy is to put the number if you are going into the same position they would have had one billion had there been no breach and that's exactly what was done as judge he pointed out the law requires no further remedy we tried to do that she rejected now the in terms of the rejection letter itself of the complaint is that well it didn't include all the details what about of an inspection of the house what about the roof furnace all these details that are left out well that could have easily been put in their letter could have said we accept this offer we want to do this subject to an inspection of the st subject to having the roof inspected there would be a problem with that but that's not what we got what my clients received was a letter stating they rejected it under in my view we're dealing with issues of basic fairness you know they're working knew exactly what was going on here she worked for the association for twenty years she had never once seen anybody attach the actual contract for sale to write a st refusal she's asking for something that she's never heard of before has she wanted to work out a deal if she wanted to work out a compromise that option there was a question about whether the right of st refusal goes to both lots and that is a matter of the remedy to a large extent it depends on what remedy situated plaintiff decide how they're going to respond to to this kind of situation it seems that no matter what the point would have put into a letter it would have been the wrong so article twelve talks just about the law and that's law and sixteen now whether or not one for one has to be included or shouldn't be looted that's a matter of illinois law that hasn't been decided yet and we keep figure it out but it seems no matter what we would have asked for or what we would have demanded it would have been the wrong thing to me and there was a question about the rights of st refusal form us then the ten days that you're interested in pursuing it if the form made that clear i think i think i would understand that but it says please check one of the bottom there's  and submitted it one of the plaintiffs just agreed to it and they've agreed to buy property without an inspection cash deal no contingencies whatsoever let's say they checked this box yes they submitted it and they put a little asterisk saying we want to serve a contingency inspection clause but what if the client's offer didn't have those things then i think that the contra i mean that that's the troubling perk for me in terms of analyzing this in the context of the waiver point and i think that the  everyone is entitled to be able to drive their car right to their entryway door it is not borne out in modern society there are folks that have to go up stairs