The case revolves around a failed agreement of purchase and sale (APS) for a residential development project initiated on April 27, 2017.
MSM Developments Ltd. entered agreements to purchase three lots, including the respondent's property, and assigned these to the appellant.
The APS included a "time is of the essence" clause and was amended on July 31, 2017, to set a target closing date of April 12, 2018, extendable for obtaining severance approval.
The appellant was responsible for applying for the severance approval but failed to communicate with the respondent from 2018 to 2022.
Key Events:
The respondent made inquiries in 2018 and learned the appellant had not applied for severance.
In 2022, when the appellant reinitiated contact, the respondent considered the APS void and refused further dealings.
The appellant sought a declaration that the APS was still valid and an order for specific performance.
Court Decisions:
The application judge ruled that the appellant breached the APS by not performing its obligations within a reasonable time, justifying the respondent's termination of the APS.
The appellant argued the delay did not warrant termination and that notice should have been provided before ending the APS.
The Court of Appeal upheld the application judge’s decision, finding the appellant's delay unreasonable and the respondent justified in ending the APS.
Conclusion:
The appeal was dismissed, and the appellant was ordered to pay the respondent’s costs of $7,500.
