AMP Capital Investors Limited v Willis Australia Limited [2022] NSWSC 1415

AMP Capital Investors Limited v Willis Australia Limited [2022] NSWSC 1415

Willis Australia Limited exercised the option to take a lease of the expanded premises under clause 20.4 and is bound to do so. The rent payable under the lease is the Base Rent (reviewed to market) assessed on a per square metre basis for the expanded premises, subject to the cap and collar provision in clause 1.3 of Schedule 4. AMP was entitled to waive the requirement for delivery of the bank guarantee before the expiry date as that condition was solely for its benefit.

Jurisdiction
Australia
Judgment Date
19 October 2022
Procedural Posture
Principal Judgment / Final Judgment; Declaration and Orders
Outcome
Plaintiff’s claim for specific performance allowed; declarations granted; claim for damages dismissed; cross-claim dismissed; costs awarded to plaintiff; plaintiff to bring in short minutes of order within 14 days.
Legal Topics
['leases and Tenancies' 'options for Renewal' 'construction and Interpretation of Lease Clauses' 'rent Review' 'specific Performance']
['equity'] ['leases and Tenancies' 'options for Renewal' 'construction and Interpretation of Lease Clauses' 'rent Review' 'specific Performance']

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Procedural Posture

Principal Judgment / Final Judgment; Declaration and Orders

Legal Issues

  1. 1 ['Whether Willis Australia Limited exercised an option to take a lease of the expanded premises under clause 20.4 of the lease' "Whether the conditions in clause 20.4(d) and (e) were for the landlord's benefit and could be waived" 'Construction of clause 1.3 of Schedule 4 (cap and collar) as applied to calculation of Base Rent for expanded premises' 'Whether AMP is entitled to relief by estoppel if option not exercised']

Ratio Decidendi

Willis Australia Limited exercised the option to take a lease of the expanded premises under clause 20.4 and is bound to do so. The rent payable under the lease is the Base Rent (reviewed to market) assessed on a per square metre basis for the expanded premises, subject to the cap and collar provision in clause 1.3 of Schedule 4. AMP was entitled to waive the requirement for delivery of the bank guarantee before the expiry date as that condition was solely for its benefit.

Court Disposition

Plaintiff’s claim for specific performance allowed; declarations granted; claim for damages dismissed; cross-claim dismissed; costs awarded to plaintiff; plaintiff to bring in short minutes of order within 14 days.

Orders

  • ['Declarations 1, 2, 3 and 5A granted as per Further Amended Statement of Claim (2 June 2022)' 'Order in terms of para 6(a) of Further Amended Statement of Claim' 'Liberty to apply in respect of implementation of specific performance' 'Claims for damages and interest (paras 4, 5, 8) dismissed' 'Cross-claim...