GJA Kalra Pty Ltd v Amgade Pty Ltd and Anor [2022] NSWSC 509

GJA Kalra Pty Ltd v Amgade Pty Ltd and Anor [2022] NSWSC 509

The plaintiff failed to establish promissory estoppel. The waste water system was Lessor's Property expressly dealt with by clauses 5.1(b) and 5.1(d), so replacement was not shown to be work of a structural nature for which the lessor was liable under clause 5.1(c). The rebate promise was conditional on rent and outgoings being paid on time, and the plaintiff did not prove that condition was satisfied. Any promise to replace the waste water system was conditional on obtaining finance, and no failure to fulfil that conditional promise was proved. The first defendant did not make the relevant representations to the plaintiff, the plaintiff did not reasonably rely on them when executing the...

Jurisdiction
Australia
Judgment Date
29 April 2022
Procedural Posture
Equity Claim for Promissory Estoppel Concerning a Lease, Rental Rebate and Waste Water System Works / Principal Judgment After Hearing
Outcome
Plaintiff's claim dismissed.
Legal Topics
['promissory Estoppel' 'high Trees Estoppel' 'lease Assignment' 'contractual Construction' 'unconscionability' 'detriment' 'reasonable Reliance' 'unclean Hands' 'laches']
['equity' 'contract Law' 'property Law' 'leases'] ['promissory Estoppel' 'high Trees Estoppel' 'lease Assignment' 'contractual Construction' 'unconscionability' 'detriment' 'reasonable Reliance' 'unclean Hands' 'laches']

Case Brief

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Procedural Posture

Equity Claim for Promissory Estoppel Concerning a Lease, Rental Rebate and Waste Water System Works / Principal Judgment After Hearing

Legal Issues

  1. 1 ['Whether the defendants made an unequivocal representation to the plaintiff that they would fix or replace the waste water system and rebate $2000 per month until replacement occurred.' 'Whether any representations about the rebate or replacement of the waste water system were made to the plaintiff or were capable of being relied on by it as assignee of the lease.' 'Whether the plaintiff reasonably relied on any representation when executing the Deed of Consent to Assignment of Lease and Transfer of Lease.' 'Whether the plaintiff suffered detriment because the defendants resiled from any promise about the rebate or waste water system.' 'Whether it would be unconscionable for the defendants to enforce their strict legal rights under the lease.' 'Whether replacement of the waste water system was work of a structural nature under clause 5.1(c) of the lease.']

Ratio Decidendi

The plaintiff failed to establish promissory estoppel. The waste water system was Lessor's Property expressly dealt with by clauses 5.1(b) and 5.1(d), so replacement was not shown to be work of a structural nature for which the lessor was liable under clause 5.1(c). The rebate promise was conditional on rent and outgoings being paid on time, and the plaintiff did not prove that condition was satisfied. Any promise to replace the waste water system was conditional on obtaining finance, and no failure to fulfil that conditional promise was proved. The first defendant did not make the relevant representations to the plaintiff, the plaintiff did not reasonably rely on them when executing the...

Court Disposition

Plaintiff's claim dismissed.

Orders

  • ["Plaintiff's claim is dismissed." "Plaintiff to pay the defendants' costs on the ordinary basis as agreed or assessed." 'Grant leave to approach my Associate within 7 days by email if either party wishes to seek a different costs order.']