Failure to Complete: What remedy is available to the innocent party?

• A. Specific performance
• B. Rescission
• C. Injunction
• D. Damages

Answer: (B)

When one party fails to complete a contract for the sale of land, this is treated as a repudiatory breach of the contract. The innocent party can elect to rescind, which means the contract is treated as if it never existed. Rescission uncouples the deal and restores both sides to their pre‑contract positions, including the return of any money already paid (such as the deposit) and the cessation of any future obligations to complete. This remedy is particularly fitting here because the main purpose of the agreement—the transfer of the land—has not been performed, so the most straightforward way to put things right is to undo the contract.

Specific performance could compel completion, but after a breach has occurred courts are cautious about forcing performance and generally consider rescission or damages as more appropriate responses to a failed completion. Injunction isn’t suitable because there is no ongoing conduct to restrain. Damages are available, but rescission directly addresses the failure to complete by cancelling the contract and restoring the parties to their original positions, which is why it’s the best answer in this scenario.