Restrictions On The Right To Terminate - Contract

RESTRICTIONS ON THE RIGHT TO TERMINATE * Termination for Repudiation o Expression of unwillingness or inability to perform SS? Such a contract may be repudiated if one party renounces his liabilities under it - if he evidences an intention no longer to be bound by the contract * Foran v Wight o Accept or not accept? SS? Refusal can be at the time required for performance or pior to it * Anticipatory repudiation hence an anticipatory breach o Repudiation or breach SS? There is an overlap between principles of repudiation and of principles relating to termination for breach Termination for Repudiation * Proof of repudiation o By reference to the words or conduct of the repudiating party o By reference to the repudiating party's position o No need to prove the repudiating party actually cannot or actually are unwilling to perform their obligations. Just that they have expressly or impliedly manifested an inability or unwillingness to perform * Unwillingness or inability of the repudiating party to perform must be sufficiently serious matter o The unwillingness or inability relate to the whole contract SS? Hochester v De la Tour o The unwillingness or inability to perform which indicates the repudiating party will be in breach of the contract in such a way as gives rise to a right to terminate SS? Foran v Wight * Condition or fundamental term Repudiation by words or conduct or inability to perform * Express Refusal o Hochester v De la Tout * Implied Refusal o Laurinda Pty Ltd. V Capalaba Park Shopping Center Pty Ltd SS? The question whether an inference of repudiation should be drawn merely from continued failure to perform requires an evaluation of the delay from the standpoint of the innocent party. Would a reasonable person in the shoes of the innocent party clearly infer that the other party would not be bound by the contract or would fulfill it only in a manner substantially inconsistent with that party's obligations and in no other way * Incorrect termination of a contract