Facts: Visual Buildings (VB), a construction company, entered into a contract with Armistead for the construction of two buildings on land owned by Armistead. The contract gave Armistead the tight to terminate performance of the contract if certain conditions were not met. One of these conditions was that VB must complete the work by a specified date. VB failed to complete the work on time. Armistead terminated performance of the contract and claimed damages for breach of contract. VB claimed that, under the contract, it was entitled to 10 days notice of an intention to terminate and no notice had been given.
Issue: Was Armistead entitled in these circumstances to terminate performance of the contract, and to do so without giving notice?
Decision: Performance of the contract had been validly terminated, even though no notice had been given, and damages for breach of contract could be claimed.
Reason: There were two grounds on which performance of the contract could be terminated. One was the breach of a condition of the contract that the work be completed on time. The contract required that 10 days notice of intention to terminate for breach of condition be given only if the condition could be rectified within that period. Rectification of the breach was not possible within this period. Further, the court held that VB’s failure to obtain the necessary permits from the local authority prior to starting the building works constituted a repudiation of the contract, which also justified terminating performance.