Background:
M. & T. Johal Enterprises Limited (“Buyer”) entered into a purchase and sale agreement with 1178789 B.C. Ltd. (“Seller”) for a 2.045-acre subdivided portion of land in Surrey for $11.25 million. The sale was conditional on the Seller completing subdivision registration and offsite services. The contract included an “Outside Date” provision, allowing the Buyer to terminate or extend the agreement if the sale had not closed by February 29, 2022. The Buyer extended the Outside Date twice, but the Seller argued the contract had expired after the first extension.

Legal Issue:
The dispute centered on whether the Buyer had the right to extend the Outside Date multiple times or only once. The Seller claimed the agreement automatically terminated when the first extension expired, while the Buyer maintained it had discretion to extend the date indefinitely.

Court’s Analysis & Decision:
The court ruled in favor of the Buyer, finding that Article 13 of the Addendum did not impose a limit on the number of extensions. It held that the Buyer’s right to extend was discretionary and did not automatically terminate the contract. The Seller’s claim for contract termination was dismissed.

Costs Awarded:
The court dismissed the Seller’s application and awarded costs to the Buyer at Scale B.