Yewbelle Ltd v London Green Developments Ltd & Anor

Yewbelle Ltd v London Green Developments Ltd & Anor

The seller was entitled to rescind the contract after using all reasonable endeavours to obtain the section 106 agreement, provided the buyer was given notice and a reasonable opportunity to elect to complete without the agreement, and did not do so. In this case, the seller had used all reasonable endeavours regarding the third party land issue, and the buyer did not elect to complete within a reasonable time after notice. Therefore, the contract was properly rescinded by the seller.

Parties
Claimant/appellant: Yewbelle Limited; Defendant/respondent: London Green Developments Limited; Part 20 Defendant/appellant: Knightsbridge Green Limited
Jurisdiction
England and Wales
Judgment Date
23 May 2007
Procedural Posture
Civil Appeal / Court of Appeal Judgment on Appeal From High Court (chancery Division)
Outcome
Appeal allowed; trial judgment set aside.
Legal Topics
Implied Terms, Reasonable Endeavours, Specific Performance, Rescission of Contract, Sale of Land, Planning Permission
Contract Law Property Law Implied Terms Reasonable Endeavours Specific Performance Rescission of Contract Sale of Land Planning Permission

Case Brief

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Parties

Yewbelle Limited

Claimant/appellant

London Green Developments Limited

Defendant/respondent

Knightsbridge Green Limited

Part 20 Defendant/appellant

Procedural Posture

Civil Appeal / Court of Appeal Judgment on Appeal From High Court (chancery Division)

Legal Issues

  1. 1 Whether a term should be implied into the contract allowing the seller to rescind if, despite all reasonable endeavours, a section 106 agreement could not be obtained and the buyer did not waive the condition.
  2. 2 Whether the seller used all reasonable endeavours to obtain the section 106 agreement, particularly regarding the library provision and third party land.
  3. 3 Whether the seller was entitled to treat the contract as discharged due to inability to procure a section 106 agreement substantially in the form attached to the sale agreement.

Ratio Decidendi

The seller was entitled to rescind the contract after using all reasonable endeavours to obtain the section 106 agreement, provided the buyer was given notice and a reasonable opportunity to elect to complete without the agreement, and did not do so. In this case, the seller had used all reasonable endeavours regarding the third party land issue, and the buyer did not elect to complete within a reasonable time after notice. Therefore, the contract was properly rescinded by the seller.

Court Disposition

Appeal allowed; trial judgment set aside.

Orders

  • The claim by Yewbelle Ltd is upheld; the Part 20 claim for specific performance by London Green Developments Ltd is dismissed.