Buyer Financing Failure and Contract Termination Requirements

A seller agreed to sell an immovable property to a buyer under a preliminary contract, stipulating that the final deed must be signed within a specified period, and the buyer was obligated to secure financing from a bank, failing which the contract would be automatically rescinded without formal notice. When the buyer failed to obtain the financing within the deadline, the seller treated the contract as automatically terminated, which the lower court upheld, viewing the financing clause as a resolutory condition. The high court quashed the lower court's decision, reasoning that the financing clause, which imposed an obligation on the buyer to act, constituted a "mise en demeure" (formal notice) or a deadline for performance, not a true resolutory condition that would automatically terminate the agreement upon non-occurrence; therefore, the seller was required to formally notify the buyer of the termination before declaring the contract rescinded.