This case examined whether demands to sign a Deed of Release within a specified time frame, after an agreement to settle legal proceedings had been reached without specifying a time frame would repudiate the terms of settlement if such a time frame had not been expressly agreed.

The parties had reached a settlement agreement that required Mr Farag to sign a Deed of Release. The trial judge held that an email imposing a deadline on the plaintiff to sign the deed repudiated the original agreement because it imposed a new condition on settlement that had not otherwise been agreed.  

The NSW Court of Appeal held that the settlement agreement was binding on the parties. Bathurst CJ found an implied intention that the deed would be signed before the notice of discontinuance was filed, so imposing a time limit merely provided a mechanism for settlement.  

The court gave effect to the intention of the parties, and looked to the object of the conduct in determining if repudiation had occurred.