David Deane & Associates P/L v Bonnyview P/L & Ors

[2005] QCA 270

Queensland Court of Appeal

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For Australian Law.

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Interrogate

Catchwords

1. Contract
2. › Principal and agent
3. › Real estate agent
4. › Entitlement to commission
5. › Conditions essential to entitle agent to remuneration
6. › Whether put and call option agreement constituted a 'valid and enforceable Contract of Sale'
7. › Whether contract completed
1. Contract
2. › Formation and characterisation
3. › Put and call option agreements
4. › Whether option agreement constitutes a contract of sale
5. › Nature of option to purchase as conditional contract of sale
1. Contract
2. › Performance
3. › Completion of contract
4. › Waiver of contractual machinery provisions
5. › Whether parties may complete contract without insisting on observance of contractual machinery
6. › Effect of performance of substantive obligations without compliance with formal notice requirements
1. Contract
2. › Sale of land
3. › Transfer to nominee
4. › Whether transfer to purchaser's nominee constitutes fulfilment of contract between vendor and purchaser

Quick Take

Put and call option agreements over land may constitute valid and enforceable contracts of sale for the purposes of a real estate agent's entitlement to commission, even where the formal machinery provisions for exercising the options are never invoked, provided the substantive obligations under the agreements are performed. Where a vendor fails to exercise a put option that would have compelled the purchaser to complete, the vendor may be treated as responsible for the failure to complete the contract of sale.