New Zealand Case Law: Decisions & Judgments

Topic

Sunset clause

Legal area

Court

25 Aug 2022

WHITE v RR VENTURES (2018) LTD [2022] NZHC 2111

Citation

[2022] NZHC 2111
Court

High Court

Clause 23 was so vague and devoid of ascertainable meaning that it could be severed and ignored; because clause 23 provided the only asserted basis for RR Ventures' purported cancellation, that cancellation was ineffective and the applicants' equitable interest survived; the caveat therefore must not lapse. In any event applicants raised a reasonably arguable case that RR Ventures did not take all reasonable steps to obtain title, and the Court would not exercise its discretion to remove the caveat.
20 Jul 2022

PROPERTY SALES DIRECT LTD v HAWKEN LANE DEVELOPMENT LP [2022] NZHC 1735

Citation

(2022)23 NZCPR 440
Court

High Court

PSDL's claims dismissed: the deposits were not penal and no relief against forfeiture was available; PSDL elected to continue with the Lot 22 arrangement and could not rely on the sunset clause so Lot 22 deposit was not recoverable; the caveat was lodged without reasonable cause and PSDL is liable under s148 LTA for losses caused by the caveat; judgment awarded to Hawken in the aggregate amount stated.
27 May 2022

TITTERTON v DYNASTY CAPITAL LIMITED [2022] NZHC 1202

Citation

[2022] NZHC 1202
Court

High Court

The purchaser established a reasonably arguable case that the vendor breached its obligation to pursue construction with reasonable diligence (including the arguably unjustified halt after the 3 June 2021 call and kitchen ordering delay) such that the vendor could not properly rely on the sunset clause to terminate; accordingly the caveat must be sustained pending resolution of the contractual dispute.
17 Nov 2021

LU v WILA DEVELOPMENTS (ORMISTON) LP [2021] NZHC 3099

Citation

[2021] NZHC 3099
Court

High Court

The application for stay was declined because the appeal was likely rendered nugatory in practical effect as the caveats had been perfected and removed and Wila had entered unconditional sales risking prejudice from delay; the 17 March 2021 letter did not amount to repudiation and there was no written extension of the sunset date; on balance of convenience the prejudice to Wila and third parties outweighed the applicant's interest, so a stay was refused.
12 Nov 2021

WILA DEVELOPMENTS (ORMISTON) LP v LU [2021] NZHC 3068

Citation

[2021] NZHC 3068
Court

High Court

The caveat was removed because Mr Lu could not establish the constructive trust alleged nor a caveatable interest over four of the five lots; deposits were held in the vendor's solicitors' trust account and the vendor validly cancelled the agreements for breach of contract and sunset clause as found in the prior judgment, so the caveat was unjustified. The Court therefore exercised its discretion to remove the caveat and prevent further caveats and ordered costs against Mr Lu.
18 Oct 2021

HAO YUAN LU v WILA DEVELOPMENT (ORMISTON) LP [2021] NZHC 2772

Citation

[2021] NZHC 2772
Court

High Court

Applicant had an arguable equitable interest only in lot 11; nominations for other lots were ineffective because of the non-assignment clause so applicant had no caveatable interest in lots 10,12,13,16; vendor validly cancelled lot 11 agreement for breach of the no-caveat clause and the applicant's proceedings and pleadings also constituted acceptance of repudiation so any interest was extinguished; alternatively the court would exercise its discretion to remove the caveats; accordingly caveats ordered to lapse.
1 Mar 2021

BARGROVE v MSM HOLDINGS NZ LTD [2021] NZHC 322

Citation

[2021] NZHC 322
Court

High Court

Given payment of the purchase price and selection of Lot 5, the applicant demonstrated a reasonably arguable equitable interest in the property and, because material uncertainties existed about the operation and date-effect of the sunset clause and the settlement date, it was not patently clear the caveat could not be maintained; accordingly the caveat was ordered not to lapse.
10 Dec 2019

KE LING v NORTHWEST DEVELOPMENTS LIMITED [2019] NZCA 630

Citation

(2019) 20 NZCPR 671
Court

Court of Appeal

The vendor's entitlement to extend under the proviso to the sunset clause is to be assessed at the time the vendor gives notice; "the survey plan" in clause 24.2 refers to the survey plan (or any amended version of it) that has been submitted to the territorial authority or LINZ for approval as at the specified dates in the clause, so the extension exercised by Northwest was valid.
13 May 2019

NORTHWEST DEVELOPMENTS LIMITED v LIN XUE [2019] NZHC 1042

Citation

[2019] NZHC 1042
Court

High Court

Defendant has no arguable defence: his factual assertions were inadmissible hearsay or non-actionable statements as to future events; the extension of the sunset clause was enforceable (practical benefit and/or valid invocation of the clause's proviso); warranties and best endeavours were not breached in a way that gives rise to a substantial cancellation right; equity should not refuse specific performance. Accordingly specific performance was ordered and defendant must complete by 7 June 2019, costs to plaintiff.
10 May 2019

NORTHWEST DEVELOPMENTS LIMITED v KE LING [2019] NZHC 1023

Citation

[2019] NZHC 1023
Court

High Court

At the time the vendor gave written notice on 16 February 2018 it had submitted and obtained LINZ approval as to survey for survey plan LT509469, so the proviso in clause 24.2 was satisfied and the vendor validly extended the sunset date for six months; subsequent replacement of the plan by LT522391 did not negate that earlier submission, the validity of the extension is assessed at the time the notice is given, and therefore the purchaser was not entitled to cancel and must perform the agreement.