Laundy Hotels (Quarry) Pty Limited v Dyco Hotels Pty LimitedCitation:[2023] HCA 6Before:Kiefel CJ, Gageler, Gordon, Gleeson, Jagot JJDate:08 Mar 2023Case Number:S125/2022Read more
The vendor was not in breach of contract because its obligation to carry on the business in the usual and ordinary course was qualified by the requirement to comply with lawful restrictions, including those imposed by COVID-19 public health orders.
- Parties
- Vendor: Vendor (name not specified); Purchaser: Purchaser (name not specified)
- Jurisdiction
- Australia
- Judgment Date
- 08 March 2023
- Procedural Posture
- Contract Sale of Business / Judgment
- Outcome
- Vendor not in breach; contract enforceable.
- Legal Topics
- Construction of Contract, Obligations Under Sale of Business, COVID 19 Impact on Contracts
Case Brief
Summary, issues, holding and outcome
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Parties
Vendor (name not specified)
Vendor
Purchaser (name not specified)
Purchaser
Procedural Posture
Contract Sale of Business / Judgment
Legal Issues
- 1 Whether the vendor was obliged to carry on the business in the manner conducted at the time of contract to the extent lawful under COVID-19 restrictions
- 2 Whether the vendor was 'ready, willing and able to complete and not in default' at the time notice to complete was served
Ratio Decidendi
The vendor was not in breach of contract because its obligation to carry on the business in the usual and ordinary course was qualified by the requirement to comply with lawful restrictions, including those imposed by COVID-19 public health orders.
Court Disposition
Vendor not in breach; contract enforceable.
Orders
- Vendor entitled to serve notice to complete.
- Purchaser's claim for breach dismissed.
Full Case Text
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