SPUNWILL PTY LTD V BAB PTY LTD (1994) AUST CONTRACTS REPORTS 90-053
Supreme Court of New South Wales – 29 November 1994
This case concerned a dispute over the meaning and interpretation of a restraint of trade clause contained in a deed to purchase a hardware store.
Spunwill had owned the three stores and sold one to BAB which was formed by two former directors of Spunwill. BAB began to sell gas appliances which Spunwill claimed was a breach of the restraint of trade clause.
The court had to decide whether surrounding circumstances could be used to interpret any ambiguity in the restraint of trade clause and whether the post-contractual conduct of the parties could considered as part of the surrounding circumstances.