Cirrus Real Time Processing Systems Pty Limited v Jet Aviation Australia Pty Ltd [2023] NSWSC 464

Supreme Court New South Wales

Medium Neutral Citation: Cirrus Real Time Processing Systems Pty Limited v Jet Aviation Australia Pty Ltd [2023] NSWSC 464 Hearing dates: 26 April 2023 Decision date: 05 May 2023 Jurisdiction: Equity - Commercial List Before: Ball J Decision: (1) The summons be dismissed; (2) A declaration that on the proper construction of clauses 1.1 and 1.4 of Annex E to Attachment B of the B300 Services Support Contract – ACOTS2 (Contract No: HP 201771/2018/001) between the Plaintiff and the Defendant dated 1 August 2018 (Contract), the "Base Date Index Value" for each Subsequent Price Revision Date is the value of the applicable index set out in clause 1.7 of Annex E to Attachment B to the Contract (Annex E) for the year prior to the "past year" referred to in the numerator; (3) A declaration that on the proper construction of clause 1.1 of Annex E, the value for 'Last year's price' ('PI') to be used in the formula at clause 1.1 of Annex E is the adjusted price for the 12 month period commencing on 1 January of the previous year correctly calculated in accordance with the formula in clause 1.1 of Annex E; (4) A declaration that the 'New year's price' ('Pn') calculated in accordance with clause 1.1 of Annex E to the Contract for the Price Revision Date of 1 January 2022 was: (a) $1,674,966.09 for Recurring Services; and (b) $2,225.02 per day for Survey and Quote Services; (5) The plaintiff pay the defendant's costs; (6) Liberty to apply to vary Order (5) within 14 days. Catchwords: CONTRACTS — Construction — Interpretation — Expression "Base Date Index Value" — Where expression not defined in the Contract — Where definition of "Base Date" not determinative — Where formulae construed as a whole in the context of the Contract Cases Cited: Agricultural and Rural Finance Pty Limited v Gardiner (2008) 238 CLR 570; [2008] HCA 57 Cottonex Anstalt v Patriot Spinning Mills Ltd [2014] EWHC 236 (Comm) County Securities Pty Ltd v Challenger Group Holdings Pty Ltd [2008] NSWCA 193 Electricity Generation Corporation v Woodside Energy Ltd (2014) 251 CLR 640 Franklins Pty Ltd v Metcash Trading Ltd (2009) 76 NSWLR 603; [2009] NSWCA 407 Johnston v Brightstars Holding Company Pty Ltd [2014] NSWCA 150 Mount Bruce Mining Pty Limited v Wright Prospecting Pty Limited (2015) 256 CLR 104 Pioneer Shipping Ltd v BTP Tioxide Ltd (The Nema) [1982] AC 724 Category: Principal judgment Parties: Cirrus Real Time Processing Systems Pty Limited (Plaintiff | Cross-Defendant) Jet Aviation Australia Pty Ltd (Defendant | Cross-Claimant) Representation: Counsel: ST White SC with T Fishburn (Plaintiff | Cross-Defendant) JC Giles SC with S Puttick (Defendant | Cross-Claimant)