Park v Brothers

In *Park v Brothers*, the High Court of Australia considered a dispute between purchasers and a vendor concerning a contract for the sale of land. The purchasers were granted possession prior to completion, subject to certain conditions, including the vendor's approval for farming activities. The vendor purported to rescind the contract and denied the purchasers access to the land, leading the purchasers to sue for damages for breach of the access provision.

The central legal issues before the High Court were whether the purchasers were required to seek the vendor's approval for farming activities despite the vendor's purported rescission of the contract, and whether the vendor's conduct constituted a waiver of the approval condition. The Court also considered whether the vendor was required to act reasonably in granting or withholding approval, and the limits of an implied duty to co-operate in contract law. Furthermore, the Court addressed whether an appellate court could allow an appeal on a new ground not raised at trial.

The High Court reasoned that the vendor's wrongful rescission of the contract and subsequent denial of access constituted a breach of contract. The Court found that the vendor's conduct effectively waived the condition requiring the purchasers to seek approval, as it would have been futile for the purchasers to do so after the contract was repudiated. The Court also noted that the vendor's failure to complete the sale on the agreed date had significant consequences for the purchasers' ability to develop the land and plant crops, causing them damage.

The High Court allowed the appeal with costs, setting aside the orders of the Court of Appeal of the Supreme Court of New South Wales. In their place, the High Court ordered that the appeal to the Court of Appeal be dismissed with costs.