TMA Australia Pty Ltd v Indect Electronics & Distribution GmbH; TMA Tech Pty Limited v Indect Pty Ltd & Ors [2014] NSWSC 409

TMA Australia Pty Ltd v Indect Electronics & Distribution GmbH; TMA Tech Pty Limited v Indect Pty Ltd & Ors [2014] NSWSC 409

The contracts between TMA and Indect did not give rise to an implied term that Indect must supply parts and technical support to TMA for the life of the systems. The terms sought were not necessary for the reasonable operation of the contractual relationships, were imprecise, and related to the distributorship, not individual supply contracts. The representations and conduct relied on by TMA, whether to it or to customers, did not establish that Indect was contractually or equitably bound to continue to supply TMA after termination of TMA’s distributorship or that TMA acted to its detriment in reliance on any such representations. No mutual assumption for conventional estoppel was...

Parties
Plaintiff 2013/255364: TMA Australia Pty Ltd (ACN 114 874 680); Plaintiff 2012/262302: TMA Tech Pty Limited; Defendant 2013/255364: Indect Electronics & Distribution GmbH; Defendant 2012/262302: Indect Pty Ltd (ACN 140 157 357)
Jurisdiction
Australia
Judgment Date
11 April 2014
Procedural Posture
Civil / Final Judgment
Outcome
Plaintiffs’ applications dismissed
Legal Topics
Implied Terms, Estoppel (equitable and Conventional), Unconscionable Conduct, Australian Consumer Law, Supply of Goods and Services
Contract Law Equity Competition/consumer Law Implied Terms Estoppel (equitable and Conventional) Unconscionable Conduct Australian Consumer Law Supply of Goods and Services

Case Brief

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Parties

TMA Australia Pty Ltd (ACN 114 874 680)

Plaintiff 2013/255364

TMA Tech Pty Limited

Plaintiff 2012/262302

Indect Electronics & Distribution GmbH

Defendant 2013/255364

Indect Pty Ltd (ACN 140 157 357)

Defendant 2012/262302

Procedural Posture

Civil / Final Judgment

Legal Issues

  1. 1 Whether a term is to be implied that Indect must supply parts and support to TMA for the life of the systems
  2. 2 Whether representations or assumptions by Indect gave rise to equitable or conventional estoppel
  3. 3 Whether Indect engaged in unconscionable conduct under s 21 of the Australian Consumer Law

Ratio Decidendi

The contracts between TMA and Indect did not give rise to an implied term that Indect must supply parts and technical support to TMA for the life of the systems. The terms sought were not necessary for the reasonable operation of the contractual relationships, were imprecise, and related to the distributorship, not individual supply contracts. The representations and conduct relied on by TMA, whether to it or to customers, did not establish that Indect was contractually or equitably bound to continue to supply TMA after termination of TMA’s distributorship or that TMA acted to its detriment in reliance on any such representations. No mutual assumption for conventional estoppel was...

Court Disposition

Plaintiffs’ applications dismissed

Orders

  • Proceedings 2013/255364 and 2012/262302 be dismissed.
  • The interlocutory orders made by Robb J on 20 September 2013 in proceedings 2013/255364 be dissolved.