Strange Investments (WA) Pty Ltd v Coretrack Ltd

The matter of Strange Investments (WA) Pty Ltd v Coretrack Ltd was heard in the Supreme Court of Western Australia. The plaintiff, Strange Investments, sought clarification on various proprietary rights and obligations regarding a partially constructed drill rig and a drill rod handling system, both designed for use in the geothermal energy industry. The defendants, Coretrack, were involved in the manufacture and operation of these products under a licence agreement with Strange Investments. The crux of the dispute centred on the interpretation of contractual terms and the implications of bailment and ownership post the termination of the licence agreement.

The legal issues that required resolution included determining the proprietary rights held by the defendants in the drill rig and drill rod handler at various stages, specifically before the sale of shares in Globe Drill, before the termination of the licence agreement, and upon the termination of the licence agreement. Additionally, the court had to consider the effect of clause 15.1(d) of the licence agreement on the proprietary rights of the parties after the delivery of the products by the defendants to the plaintiff.

The court meticulously examined the contractual provisions, particularly focusing on the meaning of the term "deliver" within the licence agreement. The court found that upon delivery of the products, the defendants would retain their ownership rights but would no longer have possession of the products. Instead, the plaintiff would hold the products as a bailee. The court also considered whether the facts supported the existence of an estoppel by convention but found that the common assumption relied upon by the plaintiff was not supported by the facts.

Ultimately, the court declined to declare the termination of the defendants' rights of ownership in the drill rig and drill rod handler but did establish that following delivery, the plaintiff would hold these products as a bailee. The defendants were required to deliver the products to the plaintiff, who would then possess them under a bailment arrangement. The court's decision provided clarity on the proprietary rights and obligations of the parties post the termination of the licence agreement.