Maydwell v WFM Motors

In *Maydwell v WFM Motors* [1994] NSWCA 197, the New South Wales Court of Appeal considered a dispute between a vendor, Maydwell, and a purchaser, WFM Motors, concerning the sale of a motor vehicle. The core of the disagreement revolved around whether the contract for sale had been validly terminated by the vendor.

The primary legal issue before the Court of Appeal was whether the vendor had lawfully rescinded the contract for sale due to the purchaser's alleged breach of a condition precedent. Specifically, the court had to determine if the purchaser's failure to obtain finance by a specified date constituted a repudiatory breach of the contract, thereby entitling the vendor to terminate.

The Court of Appeal found that the condition requiring the purchaser to obtain finance was a condition precedent to the contract becoming unconditional. The purchaser's failure to secure finance by the stipulated date meant that the contract did not become unconditional, and therefore, the vendor was not entitled to treat the contract as repudiated. The court applied the principles of contract law relating to conditions precedent and the consequences of their non-fulfilment, concluding that the vendor's purported termination was wrongful.

Consequently, the Court of Appeal allowed the purchaser's appeal, finding that the contract remained on foot and the vendor had breached it by wrongfully terminating.