Cushman & Wakefield (NSW) Pty Ltd v Farrell [2017] NSWCA 24

Court of Appeal Supreme Court New South Wales Medium Neutral Citation: Cushman & Wakefield (NSW) Pty Ltd v Farrell [2017] NSWCA 24 Hearing dates: 6 February 2017 Decision date: 24 February 2017 Before: Macfarlan JA at [1]; Ward JA at [2]; Emmett AJA at [83] Decision: (1) Appeal allowed in part. (2) Order 1 of the orders made on 26 August 2016 be set aside as well as orders 1, 3 and 4 made on 8 September 2016 to the extent that those orders relate to the proceedings in the District Court other than costs of the defendant's cross-claim. (3) The Amended Statement of Claim and the Amended Cross-Claim each be dismissed. (4) Parties to file written submissions (no longer than three pages in length) within seven days on the question of costs of the appeal and in relation to any other orders sought consequent upon this Court's decision. Catchwords: CONTRACTS – general contractual principles – construction and interpretation of contracts – commercial context – where clause provides for payment calculated by reference to years of service with a Related Company as defined in Corporations Act 2001 (NSW) – where clause ambiguous in its operation and one construction would produce commercially incongruous outcome Legislation Cited: Corporations Act 2001 (Cth), s 50 Cases Cited: Dan v Barclays Australia Ltd (1983) 57 ALJR 442 David Securities Pty Ltd v Commonwealth Bank of Australia (1992) 175 CLR 353; [1992] HCA 48 Electricity Generation Corporation v Woodside Energy Limited; (2014) 251 CLR 640; [2014] HCA 7 Jireh International Pty Ltd t/as Gloria Jean's Coffee v Western Exports Services Inc [2011] NSWCA 137 Mainteck Services Pty Ltd v Stein Heurtey SA (2014) 89 NSWLR 633; [2014] NSWCA 184 McCann v Switzerland Insurance Australia Ltd (2000) 203 CLR 579; [2000] HCA 65 Morton v Elgin-Stuczynski (2008) 19 VR 294; [2008] VSCA 25 Mount Bruce Mining Pty Limited v Wright Prospecting Pty Limited (2015) 256 CLR 104; [2015] HCA 37 Category: Principal judgment Parties: Cushman & Wakefield (NSW) Pty Ltd (Appellant) Robert Farrell (Respondent) Representation: Counsel: V Bedrossian (Appellant) Y Shariff with Ms J Williams (Respondent)