Opinion
December 29, 1949.
Appeal from Supreme Court, Albany County.
Present — Foster, P.J., Heffernan, Deyo, Santry and Bergan, JJ. [See post, p. 940.]
The lease under which plaintiff was occupying the premises granted to the plaintiff an option to renew if the premises had not been sold prior to the expiration date thereof. It also provided that the plaintiff should have the first option to purchase the premises on the same terms as might be embodied in any acceptable offer received during the duration of the lease. The plaintiff gave seasonable notice of renewal and negotiations were had between the parties relative to a purchase of the premises by the plaintiff. Nothing having materialized the defendant Kathryn Merchant entered into an alleged contract with her lawyer husband, the defendant William Merchant, for the sale of the premises for $16,000, subject to plaintiff's option to purchase on the same terms. Plaintiff declined to exercise its option on the ground that the price was exorbitant and that the offer was not a bona fide one. Under all the circumstances disclosed by the record, and in view of the relationship of the defendants and their failure to make any explanation concerning the validity of the proposed transaction, the trial court was amply justified in determining that the offer allegedly made by the defendant William Merchant was not bona fide, and that the whole transaction between these defendants was merely a device to force the plaintiff to pay an exorbitant price for the property. Judgment unanimously affirmed, with costs to the plaintiff-respondent.