Cytec Industries Pte Ltd V Asia Pulp & Paper Co Ltd

In: Business and Management

Submitted By MuLMuL
Words 2960
Pages 12
Cytec Industries Pte Ltd v Asia Pulp & Paper Co Ltd
[2009] SGHC 32

Suit No: Suit 161/2007
Decision Date: 09 Feb 2009
Court: High Court
Coram: Choo Han Teck J
Counsel: Yap Yin Soon and Edmund Tham Weiheng (Allen & Gledhill LLP) for the plaintiff, Adrian Tan and Ho Kheng Lian (Drew & Napier LLC) for the defendant

Subject Area / Catchwords
Contract

Judgment

9 February 2009 Judgment Reserved

Choo Han Teck J:

Introduction

1 This dispute revolves around the construction and validity of a corporate guarantee. On 18 October 1999, the plaintiff, Cytech Industries Pte Ltd, concluded a Letter of Intent (“LOI”) with APP Chemicals International (Mau) Ltd (“APP Chemicals”). The LOI confirmed APP Chemical’s intent to purchase products from the plaintiff and the plaintiff’s willingness to sell. If the plaintiff proved to be up to mark as a supplier, a Purchase Agreement (“PA”) would then be awarded to it. On 28 February 2000, the defendant Asia Pulp & Paper Company Ltd, the parent company of APP Chemicals, entered into a guarantee with the plaintiff, whereby it undertook to guarantee the payment obligations of APP Chemicals (“the Guarantee”). The Guarantee was backdated to 25 October 1999 and its salient terms are as follow:

Preliminary Statements

(i) Whereas, at the request of the Guarantor, the Supplier has entered into or will enter into a purchase agreement (such agreement, as amended from time to time, together with all documents entered into in connection therewith, the “Purchase Agreement”) with APP Chemicals International (Mau) Limited, a subsidiary of Guarantor and a corporation organized and existing under the laws of Mauritius, for the purchase of chemicals from the Supplier which APP Chemicals International (Mau) Limited will on-sell to the subsidiaries of the Guarantor;

(ii) Prior to the execution of the…...

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