Phoenix-Talent School District #4 v. Hamilton
Oregon Court of Appeals
210 P.3d 908 (2009)
The school district (plaintiff) agreed to buy land from Hamilton and Thirkill (defendants) contingent on county approval of a lot-line adjustment combining two tax lots, a condition both sides jointly pursued and paid for; when the county discovered the underlying lots had never been legally created, causing further delay beyond an already-extended closing date, the sellers refused to extend again even after the District offered to waive the requirement that approval be obtained before closing. The District sued for breach of contract and specific performance, and the trial court allowed the District to waive the timeliness requirement and ordered the sellers to keep pursuing approval; the sellers appealed.
Whether a contract provision may be solely a condition precedent, or may function as both a promise and a condition precedent, depending on the parties' intent.