Facts: The case revolved around a contract for the sale of shares in NV Highway and Catalina Rental, which were owned by Catalina Holdings. The contract was found to be unenforceable as it involved parties that did not own the shares they purported to sell.

Issue: The enforceability of the contract given the principle of "nemo dat quod non habet," and whether the contract could be rectified to add Catalina Holdings as a party to make it enforceable.

Court's Ruling:

• The contract was deemed unenforceable because it failed to properly name Catalina Holdings, the owner of the shares, as a party to the contract.
• Rectification was not considered an appropriate remedy since the omission of Catalina Holdings was not an unintentional oversight but resulted from a lack of due diligence.
• The court declined to award further damages beyond the return of the deposit and extension fee, noting that the plaintiffs exposed themselves to risk by proceeding with preparations for the development of the Properties based on an unenforceable contract.

Costs/Damages Awarded:

• The plaintiffs were entitled to the return of the deposit ($125,000) and the extension fee ($100,000).
• The plaintiffs were awarded their costs on Scale B.