Specific Performance vs. Damages for Failure to Include Right of First Refusal in Deed

A seller agreed to sell land to a buyer, but the final act of sale was delayed due to the seller's refusal to include a right of first refusal in favor of the buyer in the official deed, despite an earlier preliminary agreement stipulating this term; the buyer sought enforcement of the preliminary agreement and damages, and the lower court upheld the buyer's claim based on the seller's breach of the commitment to include the stipulated term in the final deed. The highest court quashed the lower court's decision in part, finding that while the lower court correctly established the breach of the preliminary commitment to formalize the agreement, it erred in ordering specific performance to include the right of first refusal in the deed, as the right of first refusal, being a separate right, could not be imposed unilaterally in the final act without the seller's full consent, thereby limiting the remedy to damages for non-performance of the obligation to contractually include that specific term.