JustCo (Australia Onshore) Pty Ltd v CPB Contractors Pty Limited

[2021] VCC 1870

County Court of Victoria

Built by Barristers,
For Australian Law.

1. Membership Agreement
2. › licence agreement
3. › co-working office space provider
4. › consortium tendering for government project
5. › contractual interpretation
6. › whether plaintiff obliged to provide secure and exclusive access to office space such that it was quarantined from others
1. Express Terms
2. › textual reference
3. › meaning of “agreed specifications”
4. › meaning of “supplied test-fit floor plan”
5. › effect of the words “and as per”
6. › original proposal superseded
7. › inconsistency between term contended for and nature of licence agreement
8. › reasonable business person
9. › sophisticated commercial parties
10. › agreement reviewed by lawyers
1. Entire Agreement Clause
2. › no effect
1. Implied Terms
2. › probity and confidentiality requirements imposed by government
3. › exercise of rights in good faith, reasonably and not capriciously or for some extraneous purpose