O'Brien v Wheeler

In *O'Brien v Wheeler*, the New South Wales Court of Appeal considered a dispute between a vendor and a purchaser concerning the sale of a property. The purchaser sought to terminate the contract of sale, alleging that the vendor had failed to comply with a condition precedent.

The central legal issue before the Court of Appeal was whether the vendor's conduct constituted a repudiation of the contract, thereby entitling the purchaser to terminate. Specifically, the Court had to determine if the vendor's failure to obtain a necessary approval within the stipulated timeframe amounted to a breach so fundamental as to discharge the contract.

The Court reasoned that the vendor's conduct, in failing to take all reasonable steps to obtain the required approval, demonstrated an intention not to be bound by the contract. Applying the principles of repudiation, the Court held that the vendor's actions were such that the purchaser was left with no reasonable alternative but to accept the repudiation and terminate the contract. The Court affirmed that a party's conduct can amount to repudiation even if they do not expressly state an intention to abandon the contract, provided their conduct clearly indicates an unwillingness or inability to perform their essential obligations.

The Court of Appeal dismissed the vendor's appeal, upholding the purchaser's right to terminate the contract.