INTRODUCTION

This case is a difference/disagreement between GreenBuild Inc., a sustainable construction company and EcoLand Resorts, a hospitality firm focused on developing eco-friendly resorts in St. Lucia.

GreenBuild and EcoLand arrived into a $2 million contract to construct 20 eco-villas. GreenBuild completed the project even having changes in payment and timely completion . However, EcoLand withheld the final $500,000 payment, quoting issues with materials and timing. As a result, GreenBuild is taking legal action for breach of contract.

WAS THERE A VALID CONTRACT AND MODIFICATION?

Original Contract

The agreement between the parties, GreenBuild promised to build the villas using local labor and materials, and EcoLand promised to pay $2 million, legally valid contract.

Oral Modification in the contract

Things moved forward, they verbally agreed to reduce the contract price to $1.5 million.

GreenBuild might say that they accepted the reduced price due to financial pressure or in hopes of strengthening their position under a principle known as "promissory estoppel."

ENFORCEABILITY AND ILLEGALITY CONCERNS:

Even the local labor only, section is illegal, it does not essentially make the entire contract invalid. Generally, courts tend to strike out the illegal segment and enforce the rest of the contract, particularly when the central objective of the contract, that of constructing villas remains intact.

Imported Bamboo

Another problem was that GreenBuild used imported sustainable/green bamboo for five villas rather than utilizing the local materials due of shortages and it did not harm to the purpose of the project, it could be deemed as a minor and acceptable deviation by courts.

IMPOSSIBILITY: THE HURRICANE

During the project, due to natural disaster project was delayed by two month and EcoLand declares this breached the contract.

Legally, though, if the project keeps going on even after the disaster occurs it is not a genuine reason for terminating the contract. Therefore, as GreenBuild completed all villas, the delay should not be regarded as a significant breach and should be forgiven.

SUBSTANTIAL PERFORMANCE AND LEAGAL REMEDIES:

Substantial Performance

Many problems encountered, such as imported bamboo, hurricane but GreenBuild finished all 20 villas. Therefore, GreenBuild probably did sufficient to entitled for payment.

Possible Legal Remedies

Depending on what the court considers regarding the price variation, GreenBuild may seek

$500,000 in case the initial $2 million holds.

$250,000 if the $1.5 million oral agreement is valid.

Quantum meruit: Although the contract can be thrown out, GreenBuild may request reasonable compensation for what was completed.

Other damages: if there were losses resulting from EcoLand's failure to pay, GreenBuild could attempt to recover those as well as it was documented.

CONCLUSION:

This case is to prove that GreenBuild did enough to earn the final payment, and it seems they deserve it. They finished the job, used eco-friendly materials, and worked through tough conditions. While EcoLand has some arguments, they probably won't be enough to get out of paying.

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