21 Dec 2009
PAE (NEW ZEALAND) LTD V MARK DAVID BROSNAHAN, MICHAEL RALPH CARTER, WAYNE ALBANY PATTINSON CA CA616/2008
- Citation
- openlaw-075a967a_091a_4da0_b93a_10159637d187.pdf
- Court
- Court of Appeal
The Court held cl 19 and cl 7 were effective and fair in the commercial context: PAE, a sophisticated purchaser with legal and accounting advice, could not invoke s 4(1) to invalidate the entire agreement clause; the FTA claim failed principally because PAE's reliance was unreasonable and, alternatively, the contractual allocation of risk and entire agreement clause broke causation; the renewal clause (cl 5.2) was satisfied and the directors' counterclaim succeeded; the default interest clause (cl 6) did not extend to the contingent $350,000 so statutory interest applied; costs ordered to lie…