Sande v Medsara Pty Limited [2004] NSWSC 147

Sande v Medsara Pty Limited [2004] NSWSC 147

The court found, on convincing proof, that the contracts contained serious mistakes as to completion date and option period, that the defendant realised this prior to exchange and failed to draw the error to the plaintiffs' attention, acting unconscionably. Equity entitles the plaintiffs to rectification, specific performance of the rectified contracts, and an inquiry as to damages.

Parties
First Plaintiffs: Joseph Sande and Diana Sande; Second Plaintiff: Andrew Terides; Third Plaintiff: Esther El-Hage; Fourth Plaintiff: Tony Dbais; Fifth Plaintiff: Shane Hugh Mills; Sixth Plaintiffs: James Moreland and Sara Wendy Moreland; Defendant: Medsara Pty Limited
Jurisdiction
Australia
Judgment Date
11 March 2004
Procedural Posture
Expedited Equity Proceeding / Judgment After Final Hearing
Outcome
Orders for rectification, specific performance, and inquiry as to damages in favour of plaintiffs
Legal Topics
Rectification, Unilateral Mistake, Specific Performance, Unconscionable Conduct, Put and Call Options, Contract Interpretation
Equity Contract Rectification Unilateral Mistake Specific Performance Unconscionable Conduct Put and Call Options Contract Interpretation

Case Brief

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Parties

Joseph Sande and Diana Sande

First Plaintiffs

Andrew Terides

Second Plaintiff

Esther El-Hage

Third Plaintiff

Tony Dbais

Fourth Plaintiff

Shane Hugh Mills

Fifth Plaintiff

James Moreland and Sara Wendy Moreland

Sixth Plaintiffs

Medsara Pty Limited

Defendant

Procedural Posture

Expedited Equity Proceeding / Judgment After Final Hearing

Legal Issues

  1. 1 Whether plaintiffs are entitled to rectification and specific performance due to unilateral mistake in contract terms
  2. 2 Whether defendant knowingly took advantage of plaintiffs' solicitor’s mistake amounting to unconscionable conduct

Ratio Decidendi

The court found, on convincing proof, that the contracts contained serious mistakes as to completion date and option period, that the defendant realised this prior to exchange and failed to draw the error to the plaintiffs' attention, acting unconscionably. Equity entitles the plaintiffs to rectification, specific performance of the rectified contracts, and an inquiry as to damages.

Court Disposition

Orders for rectification, specific performance, and inquiry as to damages in favour of plaintiffs

Orders

  • Plaintiffs are entitled to rectification of the contracts to accord with the parties’ common intention as to completion and option period.
  • Specific performance of the contracts as rectified.