Arcade Co. v. Arcade, LLC

BATCHELDER, Circuit Judge.

Appellant The Arcade Company, Ltd. (“Arcade”) entered into an Acquisition Agreement with Appellee Arcade, LLC. (“LLC”), whereby LLC agreed to purchase from Arcade an historic building in Cleveland, Ohio. The Acquisition Agreement provided that if the premises were not vacated by the closing date, LLC would be entitled to a $250,000 holdback from the purchase price. The Acquisition Agreement also included a “time is of the essence” clause. The sale closed on October 22, 1999, but the premises were not vacated until roughly one week later. LLC therefore held back…