SH Nashville, LLC v. FWREF Nashville Airport, LLC

Syllabus

This appeal arises out of a contract for the sale of a hotel property near the Nashville airport.After numerous amendments to the purchase and sale agreement, the seller declared theprospective buyer to be in default, sold the property to a different buyer, and retained over18 million dollars in earnest money. The prospective buyer filed suit against the seller fora declaratory judgment that the liquidated damages provision in the contract wasunenforceable and for conversion. The trial court dismissed the conversion claim and ruledin favor of the seller on summary judgment. We have concluded that the trial court erredin its disposition of both causes of action.