NEWSLETTER: NSW Public Sector – Issue 97

8 October 2020


Welcome to Issue 97 of the NSW Public Sector Newsletter.

A common area of dispute is the interpretation of a contractual provision. The recent NSW Supreme Court decision of Jabbcorp (NSW) Pty Ltd v Strathfield Golf Club [2020] NSWSC 1317 provides a useful summary and reminder of the principles governing contractual interpretation. The proceedings related to a claim for recovery of amounts said to be owing under a contract, the outcome depending on the interpretation of a particular clause of that contract. At paragraphs [60]-[64], His Honour Justice Ball sets out a useful summary of the relevant principles including:

  • the question of whether ambiguity is a pre-condition to a consideration of any extrinsic circumstances (the position in NSW appears to be that it is not); and 
  • the extent to which the principles of constructions are modified by an entire agreement clause, the answer to which the Court said must turn on the correct construction of the entire agreement clause itself.

Construction cases are notoriously difficult because they are generally matters upon which reasonable minds can differ. Therefore it is important when considering the construction of a commercial contract that regard to the principles as set out in this decision is had. A link to the decision is here.

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