Paragraph 16 of the contract of sale authorizes the seller to cancel "[i]f Seller shall be unable to transfer the Lease and the Shares in accordance with this Contract for any reason not due to Seller's willful acts or omissions". The seller here, having expended considerable time, effort and money, including the commencement of legal action, in attempting to compel the corporation's transfer of the subject shares and proprietary leases to the prospective buyer, ultimately...
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