Opinion
June 23, 1986
Appeal from the Supreme Court, Queens County (Leviss, J.).
Judgment affirmed, with costs.
The plaintiffs contend on appeal that the trial court erred in denying them relief because the defendants canceled the contract before they had a reasonable opportunity to satisfy a condition precedent to the sale. We disagree. Under the terms of the contract, the sale was subject to the approval of the directors or shareholders of the corporation as provided in the lease or corporate bylaws, and failure to obtain such approval within the stated time would terminate the agreement (cf. Norgate Homes v. Central State Bank, 82 A.D.2d 849, 850). The plaintiffs concede that they did not secure the necessary approval within the required time. The trial court therefore properly refused to grant relief. The failure of the plaintiffs to satisfy the condition precedent in a timely manner precludes a finding that the defendants breached the contract (see, Weisner v. 791 Park Ave. Corp., 6 N.Y.2d 426; Perna v. Desai, 101 A.D.2d 857, 858, affd 63 N.Y.2d 898).
We find additionally that the trial court properly denied the plaintiffs' application to convert the action into one for a declaratory judgment or, in the alternative, for specific performance, conditional upon obtaining the approval of the board of directors of the cooperative corporation. Gibbons, Thompson, Niehoff and Rubin, JJ., concur.