Multi-Span v Portland

The parties in this case were Multi-Span and Portland, who were involved in a dispute related to the construction and interpretation of contracts. The case was heard in the Supreme Court of New South Wales. The central issue was whether there was an alleged uncertainty in the contracts, and if so, what effect should be given to the manifest commercial intention of the parties. Additionally, the court needed to determine if there was a clog on the equity of redemption in the mortgage agreement, whether there was undue influence in the solicitor-client relationship, and if the statutory remedies under the Contracts Review Act were available to the company and its guaranteeing directors.

The court began by examining the alleged uncertainty in the contracts, determining that the manifest commercial intention of the parties should be given effect. The court then assessed the mortgage agreement, finding that the right to redeem on payment was not compromised, and therefore there was no clog on the equity of redemption. In relation to the undue influence claim, the court held that there was no presumption of undue influence in the limited solicitor-client relationship, as there was no benefit to the solicitor and the parties immediately benefited were not on notice that the solicitor was acting in such a capacity. Furthermore, the court applied contemporary tests to determine whether actual undue influence occurred, finding that it was not based on representations that were not made. Lastly, the court ruled that statutory remedies under the Contracts Review Act were not available to the company or the guaranteeing directors, who regularly provided such guarantees. The court also found that the caveat against dealings, based on an option to purchase lots in an unregistered strata plan, was no longer valid as the caveatable interest had ceased when the option expired.

In summary, the court held that there was no uncertainty in the contracts, no clog on the equity of redemption, no undue influence in the solicitor-client relationship, and no statutory remedies available under the Contracts Review Act. The court further found that the caveat against dealings was invalid as the caveatable interest had ceased when the option expired.