Triple Point Technology, Inc v PTT Public Company Ltd

Triple Point Technology, Inc v PTT Public Company Ltd

The CTRM Contract was the sole contract governing the parties' relationship, including software licensing and implementation. Payment was only due on achievement of milestones, not on fixed dates in the Order Forms. TPT was responsible for delay and failure of the project due to inadequate project management, resources, and failure to integrate software as required. There was no agreement to suspend contractual timeframes, and force majeure did not excuse TPT's non-performance. PTT lawfully terminated the contract under its terms and at common law. PTT is entitled to damages for procurement of an alternative system, wasted hardware costs, and liquidated damages for delay, but such damages...

Parties
Claimant: Triple Point Technology, Inc.; Defendant: PTT Public Company Limited
Jurisdiction
England and Wales
Judgment Date
23 August 2017
Procedural Posture
Commercial Contract Dispute / Judgment After Full Trial
Outcome
Judgment for Defendant (PTT) on main claims and counterclaims, subject to limitation of liability cap.
Legal Topics
Software Implementation Contracts, Breach of Contract, Liquidated Damages, Limitation of Liability, Force Majeure, Implied Terms, Project Management Obligations
Contract Law Commercial Law Technology Law Software Implementation Contracts Breach of Contract Liquidated Damages Limitation of Liability Force Majeure +2 more

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Parties

Triple Point Technology, Inc.

Claimant

PTT Public Company Limited

Defendant

Procedural Posture

Commercial Contract Dispute / Judgment After Full Trial

Legal Issues

  1. 1 Whether there was a single contract (CTRM Contract) or separate contracts for software licensing and implementation services
  2. 2 Whether TPT was entitled to payment under Order Forms or only under CTRM Contract milestones
  3. 3 Whether TPT or PTT was responsible for delay and failure of the project

Ratio Decidendi

The CTRM Contract was the sole contract governing the parties' relationship, including software licensing and implementation. Payment was only due on achievement of milestones, not on fixed dates in the Order Forms. TPT was responsible for delay and failure of the project due to inadequate project management, resources, and failure to integrate software as required. There was no agreement to suspend contractual timeframes, and force majeure did not excuse TPT's non-performance. PTT lawfully terminated the contract under its terms and at common law. PTT is entitled to damages for procurement of an alternative system, wasted hardware costs, and liquidated damages for delay, but such damages...

Court Disposition

Judgment for Defendant (PTT) on main claims and counterclaims, subject to limitation of liability cap.

Orders

  • TPT's claims for payment under Order Forms and for services are dismissed.
  • PTT is entitled to damages for procurement of an alternative system (US$10,574,756.78), wasted hardware costs (US$630,000), and liquidated damages for delay (US$3,459,278.40), subject to a cap of US$1,038,000 under Article 12.3.