Wade v Waldon (1909) SC 571
Citation: Wade v Waldon (1909) SC 571
Rule of thumb: Does lateness & other minor breaches of contract give the other party the right to rescind it? No, minor breaches of contract do not give a right to rescind – there can be minor deductions etc but not a full rescinding of the contract. Only major/material breaches of contract give the other party the right to rescind.
Judgment:
The basic facts of this case were that Wade was a performer who had a contract with Waldon – with Waldon being part of a Glasgow theatre group who put on lots of shows in a year, where he would perform in certain theatres in return for a yearly fee. The contract had many terms and stipulations, one of which was that Wade had to give 14 days notice of the theatres dates to let Waldon know which theatres he could perform in. Wade did not do this for a Glasgow theatre date, making him in breach of this term of his contract. Wade was surprised he was not on this show. Wade contacted Waldon when he saw advertisements for the show up and noticed his name was not being advertised, and Waldon informed him that he was in breach of contract and his contract was terminated. Wade sued Waldon for damages, but Waldon argued that this was a material breach. The Court held that forgetfulness and being late were not material breaches of contract which caused a party to be able to rescind the contract, and made reference to Wade entering into communications trying to fix the matter, meaning that this was a case where Wade was pretty clearly not in breach of contract. ‘Mr Wade was in breach of contract to a limited extent in respect that he neglected to give notice within fourteen days and to send bill matter. But it is not the law, and it would be very unworkable if it were the law, that every breach of contract, however trifling, would entitle the other party to bring the contract to an end, and to get out of his bargain. The question always is whether a stipulation which has been broken is of the essence of the contract. I think the omission to send notice did not in substance amount to a breach of contract entitling the other party to rescind. It is clear that Mr Wade was in a position to fulfil, and meant to fulfil, his part of the contract, and the proof of that is that, when he saw that his name was not included for the following week in the announcements in the theatrical papers, he at once telegraphed and asked the reason of this omission’. Lord McLaren
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