JUDGMENT

Gopal Sri Ram JCA:

[1] This case has to do with the perennial question as to who was in breach of a contract. Of course, there is no universal answer to that question. It all depends on the nature of the particular obligation. Often it depends on the order of performance of the respective obligations and whether one obligation can be performed without cooperation from the other party to the contract. Above all, it depends on the facts and circumstances of a given case. Here are the facts of this case.

[2] The plaintiff is a developer. It was interested in purchasing seven plots of land in Alor Setar. I will refer to them simply as "the lands". The defendant was the registered proprietor of the lands. The plaintiff wrote to the defendant expressing its interest in the lands and the plan it had in mind to develop them if the defendant was prepared to sell them. The defendant agreed. On 1 July 1991 it wrote to the plaintiff. In its letter it set out the terms on which it was prepared to offer the lands for sale. Here are some of the salient terms (as translated):

(a) The schedule of payment of the purchase price in the sum of RM 720,000 is as follows;

(i) 10% of the purchase