Farmer & Killen (No 2)

In *Farmer & Killen (No 2)*, Benjamin J of the Supreme Court of New South Wales considered a dispute concerning the interpretation of a deed of settlement and its impact on a prior agreement for the sale of land. The parties, Farmer and Killen, had entered into a settlement agreement that, on its face, appeared to resolve all outstanding matters between them, including the sale of a specific parcel of land. However, Killen contended that the settlement deed did not extinguish their rights under the earlier contract for the sale of that land, arguing that the deed was intended to operate only in relation to other matters.

The central legal issue before the court was whether the settlement deed, by its terms, extinguished Killen's rights under the contract for the sale of land. This required an examination of the language used in the deed and an assessment of whether it was intended to be a comprehensive release of all claims, including those arising from the land sale agreement, or if it was limited in scope to specific, enumerated matters. The court had to determine the true intention of the parties as expressed within the four corners of the settlement deed.

Benjamin J applied the principles of contractual interpretation, focusing on the plain meaning of the words used in the settlement deed. His Honour found that the deed contained broad and unqualified language that indicated an intention to settle all disputes and claims between the parties, including those related to the land sale. The court held that the deed operated as a release of Killen's rights under the prior land sale agreement, notwithstanding Killen's arguments to the contrary. The general words of release were not limited by the specific matters that followed, as the deed was intended to provide a final and complete resolution of all existing and potential claims.