Agreed Facts

In the year 2018, the individuals identified as Plaintiffs, namely Mr. Richard Ricardo and Mrs. Dana Ricardo, engaged in a contractual arrangement with the entity referred to as Defendant, specifically 123456 BC Ltd. The purpose of this agreement was to facilitate the acquisition of a specific parcel of land, denoted as Lot A, within a larger development consisting of 40 lots located in Sooke, British Columbia. The agreed-upon purchase price for Lot A amounted to $485,000. The developer was represented by Mr. David Ko, whereas the Plaintiffs did not have any communication with other officers. The contract did not include a specified closing date until the approval for subdivision was obtained (Uddin and Ahmad, 2020). The Plaintiffs remitted a deposit amounting to 10% of $48,500. As per the terms of the contract, the closing was scheduled to take place within 10 days after the notification of completion. Unbeknownst to the Plaintiffs, 123456 BC Ltd. had already engaged in a comparable contractual arrangement about the aforementioned property with another couple, the Koskovas, for a sum of $350,000. In January 2019, the Koskovas, in conjunction with seven more parties, commenced legal proceedings against 123456 BC Ltd. Subsequently, they were awarded a particular fulfilment of their contractual obligations, effectively impeding the Plaintiffs' ability to obtain ownership of Lot A. Mr. Ko had a longstanding acquaintanceship with the Plaintiffs and engaged in oral communication regarding the potential transaction of Lot A in the summer of 2017, coinciding with the evaluation phase of the subdivision. The executed contract about the transaction of Lot A, which encompasses the previously established price as negotiated in 2017, was formally endorsed in August in the year 2018. The deadline for closure was subject to a need to provide a 10-day notice for completion, and the deposit cheque contained a mistake in the date. According to the terms of the contract, either party possessed the right to terminate the agreement if the subdivision was not registered by the conclusion of 2018 (Ça?da? et al., 2023). However, both parties refrained from exercising this prerogative. In anticipation of the construction activities on Lot A, the Plaintiffs decided to sell their residence and subsequently relocated to the basement of Mrs. Ricardo's mother's dwelling for four years. Mr. Ko consistently provided reassurances to the Plaintiffs regarding the imminent approval of the subdivision. The Plaintiffs additionally expended a sum of $15,000 for home design ideas as per the suggestion of Mr. Ko. The individuals were informed that the design plans could not be accepted by 123456 BC Ltd. as a result of the awaiting subdivision permission, even though the plan had received approval in November 2018. The company known as 123456 BC Ltd. encountered challenges in securing municipal authorization for the subdivision and subsequently launched legal proceedings against the governing body (Bennett et al., 2021). The approval was officially obtained in November of the year 2018, and the registration process was completed in January of the subsequent year, 2019. The Plaintiffs are pursuing monetary compensation for the violation of a contractual agreement by 123456 BC Ltd. Additionally, they assert allegations of fraud against Mr. Ko, contending that he provided them with misleading information regarding the causes of the delay, with their knowledge of the lawsuit against the Koskovas only coming to light in December 2019. The company known as 123456 BC Ltd. asserts that the enforceability of the agreement is compromised as a result of the absence of the year on the deposit cheque. Mr. Ko refutes any allegations of fraudulent activity, asserting that he promptly notified the Plaintiffs about the litigation upon becoming aware of its existence.

Issue

1. Did 123456 BC Ltd. breach their contract with the Ricardos?
2. Is Mr. Ko liable to the Ricardos for the tort of deceit/fraud?

Argument

Contract Issue: Did 123456 BC Ltd. breach its contract with the Ricardos?

The contractual agreement between the Plaintiffs and 123456 BC Ltd. is a legally enforceable document that establishes the terms and conditions of the transaction. The document delineates the acquisition of Lot A for $485,000, subject to the condition of obtaining subdivision approval. According to the terms of the contract, the closing will take place within 10 days after the issuance of a notice to complete by 123456 BC Ltd. Furthermore, the contractual agreement grants both parties the right to terminate the contract if the subdivision fails to be officially registered before the conclusion of the year 2018. It is worth noting that neither party has exercised this particular provision. It is noteworthy to acknowledge that a complication arose about the deposit cheque, notably on the exclusion of the year, so it became a subject of dispute (Jagannathan and Delhi, 2020). In the realm of contract law, a breach transpires when a party involved in a contractual agreement fails to fulfil their prescribed obligations as stipulated within the contract (Perovi? Vuja?i?, 2021). In this particular instance, the foremost responsibility of 123456 BC Ltd. entailed issuing a notification to finalise the transaction within 10 days after the approval of the subdivision. The approval for the subdivision was successfully secured in November 2018, and the Plaintiffs were prepared to proceed with the purchase. Nevertheless, 123456 BC Ltd. was unable to furnish the necessary notification within the designated time frame.

The assertion made by 123456 BC Ltd. on the identified gap raises apprehensions over the contract's enforceability. Nevertheless, it is necessary to scrutinise the doctrine of significant performance to comprehensively assess the circumstances. Following this philosophical perspective, it is argued that contractual agreements cannot be rendered unenforceable solely based on minor differences in performance, provided that the parties' overarching aim is discernible and the breach is not substantial. In this specific case, the omission of the year on the initial cheque might be seen as a minor, technical error that does not undermine the fundamental objective of the agreement (Eddy et al., 2020). The involved parties have successfully come to a mutual agreement concerning the purchase of Lot A, alongside the deposit has been duly submitted in keeping with the agreed-upon terms.

Arguably, the contract could not be rendered void only due to this inconsequential disparity. The breach of contract committed by 123456 BC Ltd. is apparent as they failed to fulfil their obligation of providing the required notification to complete the transaction within the designated 10-day timeframe after the approval of the subdivision. The absence of the year on the deposit cheque should not result in the contract being unenforceable, as it does not amount to a significant violation. The legal system ought to provide support to the Plaintiffs by acknowledging the violation of the contractual agreement and upholding their entitlements as stipulated in the contract.

Tort Issue: Is Mr. Ko liable to the Ricardos for the tort of deceit/fraud?

The tort of deceit or fraud often encompasses several fundamental components, which typically consist of a deceptive misrepresentation, awareness of its untruth, an intention to deceive, and the Plaintiffs' detrimental reliance on this misrepresentation (Rustiarini et al., 2019). In the present scenario, the Plaintiffs assert that Mr. Ko engaged in deceptive communication on the reason behind the delay in the subdivision clearance process. Furthermore, the Plaintiffs contend that they suffered negative consequences as a result of relying on these misrepresentations.

The Plaintiffs were consistently provided reassurances by Mr Ko regarding the delay, attributing it to ongoing approval matters with the municipality. However, it was eventually revealed that the true cause of the delay was the unresolved lawsuit with the Koskovas, which Mr Ko had not initially disclosed to the Plaintiffs. The disparity between the portrayal and the factual circumstances meets the criteria for a deceptive depiction (Barber, 2019). Moreover, it is crucial to ascertain if Mr Ko possessed awareness of the falsehood of his assertions. The awareness exhibited by Mr Ko regarding the current case involving the Koskovas, which directly contributed to the delay, suggests that he knows the falsity of his assertions about the approval concerns.

The intention of Mr Ko can be deduced from his purposeful misrepresentation of the reason for the delay, to ensure the Plaintiffs' adherence to the contract while being cognizant of the true obstacle. The plaintiffs suffered negative consequences as a result of their reliance on Mr. Ko's misrepresentations. The individuals sold their residential property, transitioned into interim lodging, and accrued costs for architectural blueprints under the assumption that the postponement was exclusively attributable to authorization complications. The aforementioned dependence resulted in both financial and practical consequences, satisfying the criterion of negative reliance.

Conclusion

Based on the legal framework and the evidence offered, it is justifiable for the law to be inclined towards the Plaintiffs. The company known as 123456 BC Ltd. was found to be in breach of its contractual obligations due to their failure to deliver the required notice to finish within the designated deadline. The absence of the year on the deposit cheque should not render the contract unenforceable. Furthermore, the misrepresentations and omissions made by Mr Ko about the cause of the delay can be classified as the tort of deceit or fraud, as they satisfy the requisite legal criteria. Consequently, it is justifiable for the Plaintiffs to seek redress for the breach of contract alongside seeking compensation for the damages incurred as a result of Mr Ko's fraudulent behaviour, thereby upholding principles of justice and equity in this particular case.

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