Independent Print Media Group Publishing Pty Limited v Estate Agents Co-operative Pty Limited [2007] NSWCA 352

New South Wales Court of Appeal

CITATION: Independent Print Media Group Publishing Pty Limited v Estate Agents Co-operative Pty Limited [2007] NSWCA 352 This decision has been amended. Please see the end of the judgment for a list of the amendments.

HEARING DATE(S): 26 November 2007 JUDGMENT OF: Beazley JA; Tobias JA; McColl JA

EX TEMPORE JUDGMENT DATE: 26 November 2007

DECISION: The appeal is dismissed with costs.

CATCHWORDS: CONTRACT – formation of contract – arrangement to establish joint venture – parties' agreement contained in side letter with three separate agreements intended to govern joint venture – side letter contained agreement to negotiate in good faith to finalise documents to present to board for final execution – construction of contract – contractual context – use of extrinsic material – whether binding final agreement reached

LEGISLATION CITED: Supreme Court Act 1970 s 45(4)

CASES CITED: Toll (FGCT) Pty Limited v Alphapharm Pty Limited & Ors [2004] HCA 52; (2004) 219 CLR 165

PARTIES: Independent Print Media Group Publishing Pty Limited (Appellant) Estate Agents Co-operative Pty Limited (Respondent)

FILE NUMBER(S): CA 40706/07

COUNSEL: B Coles QC; M Green (Appellant) T Alexis SC; R Hardcastle (Respondent)

SOLICITORS: Rodd Peters Lawyers (Appellant) Von Muenster Solicitors (Respondent)

LOWER COURT JURISDICTION: Supreme Court - Equity Division

LOWER COURT FILE NUMBER(S): SC 1964/07

LOWER COURT JUDICIAL OFFICER: Brereton J

LOWER COURT DATE OF DECISION: 27 September 2007

LOWER COURT MEDIUM NEUTRAL CITATION: Independent Print Media Group Publishing Pty Limited v Estate Agents Co-operative Limited [2007] NSWSC 1098