[2024] EWHC 3625 (TCC)

by Clause 8.2, “the Deposit must be paid by direct credit”;

by Clause 8.4, “if the Deposit is not paid on the date of exercise of the Option, the Option Notice will be null and void”;

by Clause 8.5, “the provisions of Clause 8.6 to 8.9 (inclusive) will only apply if: (a) the Deposit is less than 10% of the Purchase Price; or (b) no Deposit is payable upon exercise of the Option”;

By Clause 8.6, “Deposit Balance means…(where no Deposit is payable upon exercise of the Option) a sum equal to 10% of the Purchase Price”;

By Clause 8.7, “if completion does not take place on the Completion Date due to the default of [Orchard House, it] will immediately pay by direct credit to the [Defendants’] conveyancer the Deposit Balance (together with interest on it at the Contract Rate for the period from and including the Completion Date to and including the date of actual payment)”;

by Clause 9.1, “if the Option is exercised in accordance with the terms of this agreement, [the Defendants] will sell and [Orchard House] will buy the Property for the Purchase Price on the terms of this agreement”;