AAP Industries Pty Ltd v Rehau Pte Ltd [2017] NSWSC 390

AAP Industries Pty Ltd v Rehau Pte Ltd [2017] NSWSC 390

The Supply Agreement, on its proper construction, imposed an obligation of exclusivity on Rehau to order all identified articles from AAP; this obligation was either express or necessarily implied. Rehau breached that obligation by sourcing elsewhere, amounting to repudiation, which AAP accepted, entitling it to damages. No similar obligation or term was implied in the Further Supply Agreements, which were found to be ad hoc supply arrangements. Assessment of damages is limited to losses stemming from breach of the Supply Agreement only.

Parties
Plaintiff: AAP Industries Pty Ltd; Defendant: Rehau Pte Ltd
Jurisdiction
Australia
Judgment Date
21 April 2017
Procedural Posture
Principal Judgment / Post Trial, Judgment on Liability and Damages With Damages Calculation Remitted by Direction
Outcome
Judgment for Plaintiff on liability; damages to be calculated and agreed or determined after further submissions; costs reserved.
Legal Topics
Implied Terms, Construction of Contracts, Breach of Contract, Repudiation, Damages Assessment
Contract Law Implied Terms Construction of Contracts Breach of Contract Repudiation Damages Assessment

Case Brief

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Parties

AAP Industries Pty Ltd

Plaintiff

Rehau Pte Ltd

Defendant

Procedural Posture

Principal Judgment / Post Trial, Judgment on Liability and Damages With Damages Calculation Remitted by Direction

Legal Issues

  1. 1 Whether the Supply Agreement and/or Further Supply Agreements contained an implied term of exclusivity
  2. 2 Whether the defendant repudiated the agreements and if so, when and how the agreements came to an end
  3. 3 Whether and what loss was suffered by the plaintiff as a result of breach/repudiation

Ratio Decidendi

The Supply Agreement, on its proper construction, imposed an obligation of exclusivity on Rehau to order all identified articles from AAP; this obligation was either express or necessarily implied. Rehau breached that obligation by sourcing elsewhere, amounting to repudiation, which AAP accepted, entitling it to damages. No similar obligation or term was implied in the Further Supply Agreements, which were found to be ad hoc supply arrangements. Assessment of damages is limited to losses stemming from breach of the Supply Agreement only.

Court Disposition

Judgment for Plaintiff on liability; damages to be calculated and agreed or determined after further submissions; costs reserved.

Orders

  • Parties to bring in Short Minutes to reflect the reasons and provide for judgment in AAP's favour for an agreed sum.
  • Court will hear the parties on costs if agreement cannot be reached.