Gaughan v Causevic (No. 2)

In *Gaughan v Causevic (No. 2)*, Hartnett J of the Supreme Court of New South Wales considered a dispute concerning the enforceability of an alleged oral agreement for the sale of a business. The plaintiff, Mr Gaughan, sought to enforce the agreement against the defendant, Mr Causevic, who denied that a binding contract had been formed.

The central legal issue before the Court was whether the parties had reached a concluded agreement for the sale of the business, and if so, whether that agreement was sufficiently certain to be enforceable. This involved determining if the essential terms of the proposed contract, such as the price and the subject matter, had been agreed upon with the necessary clarity.

Hartnett J found that the parties had not reached a concluded agreement. His Honour reasoned that while there had been extensive negotiations, a crucial element, namely the price, had not been definitively settled. The Court applied the principle that for an oral contract to be binding, there must be a clear and unequivocal agreement on all essential terms. In this instance, the lack of certainty regarding the price meant that no legally binding contract had come into existence.

Consequently, the Court dismissed the plaintiff's claim for specific performance of the alleged agreement.