Industrial Control Software Ltd v Ampcontrol Pty Limited

Industrial Control Software Ltd (ICS) and Ampcontrol Pty Limited (Ampcontrol) were parties to a dispute before the Supreme Court of New South Wales. The core of the disagreement concerned the alleged breach of a software licence agreement by Ampcontrol, which ICS claimed had used its software beyond the scope of the licence granted. ICS sought damages for this alleged breach.

The primary legal issue before the Court was to determine whether Ampcontrol’s use of the software constituted a breach of the licence agreement. This involved interpreting the terms of the licence, particularly the scope of permitted use, and assessing whether Ampcontrol’s actions fell within or outside those parameters. The Court was also required to consider the appropriate measure of damages, if a breach was found.

In reaching its decision, the Court analysed the specific wording of the software licence agreement, paying close attention to the definitions and limitations it contained. The Court considered the nature of the software and the context in which it was used by Ampcontrol to ascertain the parties' intentions at the time the agreement was made. The Court applied principles of contractual interpretation to determine the extent of the licence granted and whether Ampcontrol’s conduct exceeded that grant. The Court found that Ampcontrol had indeed breached the licence agreement by using the software in a manner not permitted by its terms. Consequently, the Court ordered that Ampcontrol pay damages to ICS, with the quantum of damages to be assessed.