Supreme Court - Trial Division

IPN Medical Centres Pty Ltd v Van Houten & Anor [2015] QSC 204 (13/8317) Jackson J 23 July 2015

Full-text: QSC15-204.pdf

Catchwords

CONTRACTS – GENERAL CONTRACTUAL PRINCIPLES – CONSTRUCTION AND INTERPRETATION OF CONTRACTS – IMPLIED TERMS – GENERALLY – where the plaintiff carries on the business of operating medical centres – where the first defendant is a medical practitioner in general practice also practising in non-surgical cosmetic procedures – where the second defendant was a company carrying on business of providing practice services to the first defendant– where the plaintiff entered into a sales contract with the defendants to purchase the second defendant’s business – where the plaintiff entered into a related agreement for the plaintiff to provide practice services to the first defendant after completion of the sale agreement – where the first defendant commenced practice at a medical centre of the plaintiff – where the first defendant purported to terminate the service agreement alleging breaches of warranties and implied terms and misleading representations– where the defendants allege that a number of representations were made prior to entering the contracts – whether the representations were made - whether the representations if made were contractual terms –whether the alleged representations were misleading – whether the alleged warranties or implied terms were breached by the plaintiff

CONTRACTS – GENERAL CONTRACTUAL PRINCIPLES – CONSTRUCTION AND INTERPRETATION OF CONTRACTS – PENALTIES AND LIQUIDATED DAMAGES – GENERAL PRINCIPLES – where the sales contract contained a provision for payment of an agreed amount as damages for breach of contract by the first defendant resulting in termination of the service agreement –– whether the agreed damages clause is unenforceable as a penalty