Gurfinkel v Bentley Pty Ltd

Gurfinkel and Bentley Pty Ltd were parties to a dispute before the High Court of Australia concerning the interpretation of a contract for the sale of land. The central issue revolved around whether the purchaser, Gurfinkel, had validly exercised an option to purchase the land, which was subject to a condition precedent.

The High Court was required to determine whether the condition precedent, which stipulated that the vendor must obtain vacant possession of the land, had been fulfilled or waived by the vendor. This involved considering the nature of conditions precedent in contracts for the sale of land and the circumstances under which a party might be estopped from relying on the non-fulfilment of such a condition. The court also had to assess whether the vendor's conduct amounted to a representation that the condition had been satisfied or would be satisfied.

The court reasoned that the condition precedent was for the benefit of the purchaser and that the vendor had, through its actions and representations, led the purchaser to believe that the condition had been met or would be met. Consequently, the vendor was estopped from asserting that the condition had not been fulfilled. The legal principle applied was that of equitable estoppel, preventing a party from going back on a representation made to another party where that other party has relied on the representation to their detriment.

The High Court found in favour of Gurfinkel, holding that the option to purchase had been validly exercised. The court ordered specific performance of the contract.