PALMERO & FABIEN

In *Palmero & Fabien*, the Supreme Court of Victoria was asked to determine whether a party to a contract for the sale of land was entitled to terminate the contract due to the other party's failure to comply with a notice to complete. The dispute arose after the vendor issued a notice to complete to the purchaser, alleging a breach of contract. The purchaser subsequently failed to complete the sale by the date specified in the notice, prompting the vendor to seek to terminate the agreement.

The central legal issue before the Court was whether the notice to complete was valid and effective in law. Specifically, the Court had to consider whether the notice complied with the requirements of the contract and relevant legislation, and whether the vendor's conduct in issuing the notice and subsequently seeking to terminate was permissible. The Court also considered the principles governing the exercise of a right to terminate a contract for breach.

L. Turner J found that the notice to complete was indeed valid and effective. The Court applied the principles of contractual interpretation, holding that the notice clearly and unambiguously specified the date for completion and the consequences of non-compliance. Furthermore, the Court determined that the vendor had not waived its right to rely on the notice, nor had it acted in a manner that would estop it from terminating the contract. The Court emphasised that a party is generally entitled to exercise its contractual rights, provided it does so in accordance with the terms of the agreement.

The Court ordered that the contract was validly terminated by the vendor.