The contract for sale of an underlease provided that the vendor’s title ‘has been accepted . . and the purchaser shall raise no requisition or objection thereto’. there had been breaches of covenant in the superior lease giving grounds for forfeiture. Although the vendor did not have actual knowledge, he had ‘constructive notice’, because his solicitor had neglected to inspect the superior lease, as he would have been entitled to do when taking the underlease.
Held: The clause was ineffective. A purchaser of a leasehold title is concerned to ascertained that the lease (or any superior lease) is not liable for forfeiture for breach of covenant already committed. It is the duty of the vendor to deduce and then convey a good title and if he relies upon the terms of the contract to shift the risk of any defect in title to the purchaser, the language must clearly do so. General words which did not identify any specific defect in title were inadequate to protect the vendor against liability for a serious defect which he could easily have discovered.
Judges:
Danckwerts LJ
Citations:
[1966] 2 QB 155
Jurisdiction:
England and Wales
Cited by:
Cited – Area Estates Ltd v Weir CA 20-Jul-2010
The parties contracted for the sale and purchase of land with vacant possession. It was subject to a lease which the seller said had been surrendered, and it refused to accept any requisitions of objections. After exchange it appeared that the . .
Lists of cited by and citing cases may be incomplete.
Land
Updated: 21 August 2022; Ref: scu.420981