27 Apr 2018
THE MALTHOUSE LTD v RANGATIRA LTD [2018] NZHC 816
- Citation
- [2018] NZHC 816
- Court
- High Court
All parts of clause 9, including cl 9.8, were directed at fixing the fair value of the shares as at the 2013 transaction and were intended to expire on the Contingent Sunset Date; accordingly a term was implied limiting cl 9.8 to operate only if an Exit event occurred on or before the Contingent Sunset Date (necessary for business efficacy and obvious to an informed observer), so Rangatira had no obligation to pay the contingent sums on the 2017 sale.