[2024] EWHC 3625 (TCC)

The issues to be determined in relation to Plot C are:-

whether there was a certain and binding oral agreement between Orchard House and the Defendants between September 2018 and March 2019 as to the Purchase Price for Plot C (less Plot G);

whether there was a further binding oral agreement (or a certain binding variation to any prior agreement) between Orchard House and the Defendants in or around July 2020 as to the Purchase Price for Plot C as part of a wider agreement, the total consideration for which was £601,000;

whether waiver by estoppel arose up to July 2020 upon which reliance was placed by Orchard House, so that the Defendants are estopped from denying that a price of £251,000 was agreed for Plot C (less Plot G);

whether Orchard House is estopped from relying on any agreement by reason of its decision to exercise the option over Plot C on 6 January 2021 and invoke the expert determination provisions;

whether the purported exercise of the option for Plot C on 6 January 2021 was required to be conditional upon the payment of a deposit; and, if it was so, whether the Defendants waived compliance with the requirement to pay a deposit at the time of the exercise of that option;