King Tide Company Pty Ltd (ACN 602 611 423) v Arawak Holdings Pty Ltd (ACN 157 865 195)

King Tide Company Pty Ltd (ACN 602 611 423) (King Tide) and Arawak Holdings Pty Ltd (ACN 157 865 195) (Arawak) were parties to litigation before the High Court of Australia. The dispute concerned the interpretation and effect of a deed of settlement and release (the Deed) entered into between the parties, which King Tide argued had extinguished Arawak's right to pursue certain claims. Arawak contended that its claims were not covered by the Deed.

The High Court was required to determine whether the Deed operated to release Arawak from its claims against King Tide, specifically in relation to alleged breaches of a joint venture agreement and related conduct. The central legal issue was the proper construction of the release clause within the Deed, and whether it extended to claims that were not specifically enumerated but arose from the same factual matrix as the settled disputes.

The Court held that the Deed did not release Arawak from its claims. Gageler and Keane JJ reasoned that the language of the release clause, while broad, was not sufficiently clear and unambiguous to encompass claims that were not specifically identified or contemplated by the parties at the time of settlement. They applied the principle that a general release will not be construed to cover claims of which the parties were unaware or which were not within the contemplation of the parties at the time the release was executed, unless the language used is exceptionally clear and explicit. The Court found that the Deed's wording, when read in its context, did not meet this high threshold.

The High Court dismissed King Tide's appeal.