Odgers v Bacich Investments Pty Ltd

The plaintiffs, Odgers, sought specific performance of a contract for the sale of land from the defendants, Bacich Investments Pty Ltd. The contract was conditional upon the purchaser obtaining subdivision approval, which was subsequently granted subject to a minor reduction in the area of the land to be sold. The plaintiffs sought specific performance with an abatement of the purchase price, while the defendants argued that the condition had not been met and that they were entitled to terminate the contract. The court was required to determine whether the condition precedent had been met, and if so, whether specific performance with an abatement of the purchase price was appropriate. The court also needed to consider whether the defendants' notice of termination was valid.

The court held that the condition precedent had been met because the subdivision approval was granted subject to a minor reduction in the area of the land, which was acceptable to the plaintiffs. The court also held that specific performance with an abatement of the purchase price was appropriate, and that the abatement should be calculated in accordance with standard condition 11. The court found that the defendants' notice of termination was ineffective because it was not given in accordance with the contractual term allowing termination if the defendants were dissatisfied with the condition imposed on the subdivision when acting reasonably. The court held that the defendants had not acted reasonably because they had not provided any justification for their dissatisfaction with the condition.

The court made a declaration that the plaintiffs were entitled to specific performance with abatement in the purchase price, if any, calculated in accordance with standard condition 11, and subject to final subdivisional approval. The court also declared that the purported notice of termination of the contract of sale was ineffective. The counterclaim brought by the defendants was dismissed.