Entirity Business Services v Garsoft [2011] FCA 76

Entirity Business Services v Garsoft [2011] FCA 76

Garsoft was contractually responsible for maintaining Entirity's accounts with reasonable skill and care and breached that obligation, making it liable for the rectification costs. No breach of director's duty by Mr Garrard was established, and the pleaded misleading representation was not proven to have caused the...

Source-derived case information.

Jurisdiction
Australia
Judgment Date
10 February 2011
Procedural Posture
Civil / Final Judgment
Outcome
Judgment for Entirity against Garsoft for rectification costs; judgment for Garsoft in cross-claim for unpaid fees; other claims dismissed.
Legal Topics
['contractual Liability for Management of Accounts' 'director Duties Under S180 Corporations Act' 'misleading and Deceptive Conduct' 'copyright Infringement']
['contracts' 'corporate Law' 'trade Practices' 'intellectual Property'] ['contractual Liability for Management of Accounts' 'director Duties Under S180 Corporations Act' 'misleading and Deceptive Conduct' 'copyright Infringement']

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Procedural Posture

Civil / Final Judgment

Legal Issues

  1. 1 ['Liability of contractor for incorrectly managed accounts and rectification costs' 'Whether director breached statutory duty of care and diligence' 'Whether misleading and deceptive representation was made regarding financial position' 'Copyright subsistence, ownership, and alleged infringement']

Ratio Decidendi

Garsoft was contractually responsible for maintaining Entirity's accounts with reasonable skill and care and breached that obligation, making it liable for the rectification costs. No breach of director's duty by Mr Garrard was established, and the pleaded misleading representation was not proven to have caused the demerger or detriment to Entirity. Entirity failed to prove ownership or infringement of copyright in the relevant programs.

Court Disposition

Judgment for Entirity against Garsoft for rectification costs; judgment for Garsoft in cross-claim for unpaid fees; other claims dismissed.

Orders

  • ['Entirity awarded $39,982.50 against Garsoft for rectification costs.' 'Garsoft awarded $28,673.08 in its cross-claim against Entirity.' 'Parties to file and serve draft orders and written submissions on costs by 18 February 2011.']