P entered into a contract with D where P would pay D 100 pounds/day to use D's music hall to give a concert.
After making the agreement but before the first performance, D's music hall was destroyed by fire. Neither party was at fault in the fire.
P sued D for breach of contract.
Procedural History:
King's Bench found for D, contract rescinded.
Issues:
If key provision in a contract becomes impossible after the signing of a contract, are both sides still bound to perform?
Holding/Rule:
A contract may be rescinded if a key provision in the contract becomes impossible to perform due to no fault of either party.
In contracts in which the performance depends on the continued existence of a given person or thing, a condition is implied that the impossibility of the performance arising from the perishing of the person or thing shall excuse the performance.
Reasoning:
If a person signs a contract to act as a servant of another, the executors of the servant's estate are not liable when the servant dies.
The excuse that a contract does not have to be enforced upon the destruction of a person or thing is implied by law though it may not be explicit in the contract.
Dissent:
None.
Notes:
It is as if the contract never happened; the D doesn’t have to provide an alternative, even if one is available.
