JCW

[Construction of Contract – comparison of clauses in the event of breach and whether remedy of specific performance is available] Justin was the counsel for the Appellant/Defendant in this case. ON appeal, the High Court allowed the Appeal and struck out the Respondent/Plaintiff’s case. The Court amongst others held as follows : (i)As the remedy of specific performance is available to the Defendant ( the Purchaser) when there is a breach of Section 5.02 (2) by the Plaintiff but was not available to the Plaintiff ( the Vendor) when the Defendant breaches Section 5.03 (1), it is only logical and commonsensical to interpret the two clauses together to mean that the option for specific performance is only available to the Defendant when the Plaintiff breaches the Second Agreement, but it is not an option or election available  to the Plaintiff (ii)Section 5.03 of the Second Agreement ought to be construed strictly. Where a particular breach is anticipated by an agreement and a specific remedy is provided in that event, the contractual remedy must be seen as being intended as a substitute for, and not as a supplement to , those at common law (iii) Based on interpretation of contract, oral evidence by witnesses is irrelevant and unnecessary