PART 2Key concepts

CHAPTER 2Provision about particular transactions

Interpretation

I114Meaning of “substantial performance”

1

A contract is substantially performed when—

a

the buyer, or a person connected with the buyer, takes possession of the whole, or substantially the whole, of the subject-matter of the contract,

b

a substantial amount of the consideration is paid or provided, or

c

there is an assignation, subsale or other transaction (relating to the whole or part of the subject-matter of the contract) as a result of which a person other than the original buyer becomes entitled to call for a conveyance to that person.

2

For the purpose of subsection (1)(a)—

a

possession includes receipt of rent or the right to receive it, and

b

it is immaterial whether possession is taken under the contract or under a licence.

3

For the purposes of subsection (1)(b), a substantial amount of the consideration is paid or provided—

a

if none of the consideration is rent, where the whole or substantially the whole of the consideration is paid or provided,

b

if the only consideration is rent, when the first payment of rent is made,

c

if the consideration includes both rent and other consideration, when—

i

the whole or substantially the whole of the consideration other than rent is paid or provided, or

ii

the first payment of rent is made.

4

For the purposes of subsection (1)(c) the reference to an assignation, subsale or other transaction includes the grant or assignation of an option.