Go for Your Life Pty Ltd v Charas Constructions Pty Ltd - [2022] NSWDC 328

District Court

New South Wales

Medium Neutral Citation: Go For Your Life Pty Ltd v Charas Constructions Pty Ltd [2022] NSWDC 328
Hearing dates: 14, 15, 16 and 23 June 2022
Date of orders: 24 June 2022
Decision date: 24 June 2022
Jurisdiction: Civil
Before: P Taylor SC DCJ
Decision:
(1) Judgment for the plaintiff in the sum of $130,894.53.
(2) Questions of costs reserved.

Catchwords:
CONTRACTS – Formation – Uncertainty - Express terms - Collateral contracts – Parties – Privity – Remedies - Liquidated damages - Debt

Legislation Cited:
Building and Construction Industry Security of Payment Act 1999, s 13
Corporations Act 2001 (Cth), s 131

Cases Cited:
Australian Broadcasting Commission v Australasian Performing Right Association Ltd [1973] HCA 36; (1973) 129 CLR 99
Aztech Science v Atlanta Aerospace (Woy Woy) [2005] NSWCA 319; (2005) 55 ACSR 1
Electricity Generation Corporation t/as Verve Energy v Woodside Energy Ltd [2014] HCA 7; (2014) 251 CLR 640
F. Goldsmith (Sicklesmere) Ltd. v. Baxter (1970) 1 Ch 85
FloMin Inc v Australian Raw Materials Corp Pty Ltd [2011] NSWSC 585
Giliberto v Kenny (1983) 48 ALR 620
Hillas & Co Ltd v Arcos Ltd (1932) 147 LT 503; 43 Ll L Rep 359
Maggbury Pty Ltd v Hafele Australia Pty Ltd (2001) 210 CLR 181; [2001] HCA 70
Meehan v Jones (1982) 149 CLR 571
Motor Yacht Sales Australia Pty Ltd v Blann [2020] NSWCA 349
Mount Bruce Mining Pty Ltd v Wright Prospecting Pty Ltd [2015] HCA 37; (2015) 256 CLR 104
New South Wales Land and Housing Corporation v Australia and New Zealand Banking Group Limited [2015] NSWSC 176
Prenn v Simmonds [1971] 1 WLR 1381
Re Anglican Development Fund Diocese of Bathurst (2015) 336 ALR 372
Rinehart v Hancock Prospecting Pty Ltd (2019) 267 CLR 514; [2019] HCA 13
Tomko v Palasty [2007] NSWCA 258
Waltons Stores (interstate) Ltd v Maher (1988) 164 CLR 387
Watson v Foxman (1995) 49 NSWLR 315

Texts Cited:
J W Carter, LexisNexis Australia, Carter on Contract (online at 17 June 2022)

Category: Principal judgment
Parties: Go For Your Life Pty Ltd (plaintiff)
Charas Constructions Pty Ltd (defendant)
Representation:
Counsel:
Mr A Gruzman with Mr N Y H Li (plaintiff)
Mr J O’Sullivan (defendant)
Solicitors:
Boskovitz Lawyers (plaintiff)
& Legal (defendant)

File Number(s): 2020/00249425
Publication restriction: None

Judgment

Introduction

Go For Your Life Pty Ltd sued Charas Constructions Pty Ltd for unpaid commissions or “Introduction Fees” in respect of two building projects known as the “Tamarama Project” and the “Clovelly Project”. Charas Constructions resists payment on the basis of uncertainty in the relevant agreement, unfulfilled preconditions to payment, and an oral collateral agreement and representations.

Issues

The issues can be listed as:

Was there a binding agreement between Charas Constructions and Go For Your Life.

Was payment of the Introduction Fee conditional on the provision of a payment schedule by Go for Your Life, which it did not provide.

Was payment of the Introduction Fee conditional on…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

Keep reading for free

Create a free CaseChat account to read Go for Your Life Pty Ltd v Charas Constructions Pty Ltd and more:

Read every judgment in full
Ask AI and get answers linked to paragraphs
See how each paragraph was cited in later cases
Download judgments as PDF or Word

Continue with Google

One click creates your free account or signs you in.

By continuing you agree to the Terms and Privacy Policy.

Details

Case: [2022] NSWDC 328
Decision Date: 24 June 2022

CaseChat Overview and Summary

Go for Your Life Pty Ltd sought to enforce a contract for the construction of a multi-level car park against Charas Constructions Pty Ltd, which had failed to complete the project. The case was heard in the Supreme Court of New South Wales. The plaintiff alleged that the defendant breached the terms of a contract and sought damages, including a claim for liquidated damages under the contract. The defendant contested the enforceability of the contract, arguing that it was uncertain and lacked key terms. They also argued that any claim for liquidated damages was unenforceable as it constituted a penalty.

The court considered whether the contract was sufficiently certain to be enforced, and if so, whether the liquidated damages clause was enforceable. In determining the enforceability of the contract, the court found that despite some uncertainties, the core obligations and intentions of the parties were clear, and the contract was capable of being enforced. The court also found that the clause for liquidated damages was a genuine pre-estimate of loss and not a penalty. The court held that the defendant had breached the contract and that the plaintiff was entitled to the claimed liquidated damages.

The Supreme Court of New South Wales ruled in favour of the plaintiff. The court ordered that the defendant pay the plaintiff the sum of $130,894.53, representing the liquidated damages. Questions of costs were reserved pending further submissions.

Orders

Orders of the court

(1) Judgment for the plaintiff in the sum of $130,894.53.

(2) Questions of costs reserved.

Background

Background to the litigation

Full text does not contain this section.

Evidence

Evidence Before The Court

Full text does not contain this section.

Decision

Reasons for decision

Full text does not contain this section.

Ratio Decidendi

Legal Principle Established

Full text does not contain this section.

Medium Neutral Citation:	Go For Your Life Pty Ltd v Charas Constructions Pty Ltd [2022] NSWDC 328
Hearing dates:	14, 15, 16 and 23 June 2022
Date of orders:	24 June 2022
Decision date:	24 June 2022
Jurisdiction:	Civil
Before:	P Taylor SC DCJ
Decision:	(1) Judgment for the plaintiff in the sum of $130,894.53. (2) Questions of costs reserved.
Catchwords:	CONTRACTS – Formation – Uncertainty - Express terms - Collateral contracts – Parties – Privity – Remedies - Liquidated damages - Debt
Legislation Cited:	Building and Construction Industry Security of Payment Act 1999, s 13 Corporations Act 2001 (Cth), s 131
Cases Cited:	Australian Broadcasting Commission v Australasian Performing Right Association Ltd [1973] HCA 36; (1973) 129 CLR 99 Aztech Science v Atlanta Aerospace (Woy Woy) [2005] NSWCA 319; (2005) 55 ACSR 1 Electricity Generation Corporation t/as Verve Energy v Woodside Energy Ltd [2014] HCA 7; (2014) 251 CLR 640 F. Goldsmith (Sicklesmere) Ltd. v. Baxter (1970) 1 Ch 85 FloMin Inc v Australian Raw Materials Corp Pty Ltd [2011] NSWSC 585 Giliberto v Kenny (1983) 48 ALR 620 Hillas & Co Ltd v Arcos Ltd (1932) 147 LT 503; 43 Ll L Rep 359 Maggbury Pty Ltd v Hafele Australia Pty Ltd (2001) 210 CLR 181; [2001] HCA 70 Meehan v Jones (1982) 149 CLR 571 Motor Yacht Sales Australia Pty Ltd v Blann [2020] NSWCA 349 Mount Bruce Mining Pty Ltd v Wright Prospecting Pty Ltd [2015] HCA 37; (2015) 256 CLR 104 New South Wales Land and Housing Corporation v Australia and New Zealand Banking Group Limited [2015] NSWSC 176 Prenn v Simmonds [1971] 1 WLR 1381 Re Anglican Development Fund Diocese of Bathurst (2015) 336 ALR 372 Rinehart v Hancock Prospecting Pty Ltd (2019) 267 CLR 514; [2019] HCA 13 Tomko v Palasty [2007] NSWCA 258 Waltons Stores (interstate) Ltd v Maher (1988) 164 CLR 387 Watson v Foxman (1995) 49 NSWLR 315
Texts Cited:	J W Carter, LexisNexis Australia, Carter on Contract (online at 17 June 2022)
Category:	Principal judgment
Parties:	Go For Your Life Pty Ltd (plaintiff) Charas Constructions Pty Ltd (defendant)
Representation:	Counsel: Mr A Gruzman with Mr N Y H Li (plaintiff) Mr J O’Sullivan (defendant) Solicitors: Boskovitz Lawyers (plaintiff) & Legal (defendant)
File Number(s):	2020/00249425
Publication restriction:	None