JUDGMENT

Dato Haji Akhtar Tahir J:

Introduction

[1] The Plaintiff's claim against the defendant is for a wrongful termination of a contract in a project called Iskandar Malaysia Bus Rapid Transit System ("the project"). This was a project undertaken by the Iskandar Regional Development Authority ("IRDA").

[2] The dispute between the parties proceeded to a full trial whereby the parties relied on oral evidence and documentary evidence to support their respective cases.

Brief Facts

[3] The principal players in the project were IRDA as owner of the project and the defendant as the lead consultant. The Defendant won the bid to be the lead consultant in an open tender undertaken by IRDA.

[4] In making a bid for the project the defendant had with it a collaboration of 10 sub consultants which had been approved by IRDA. The Plaintiff was one of the sub consultants.

[5] The collaboration between the defendant and the plaintiff before bidding of the tender was evidenced by a number of agreements including the Terms of Reference and more importantly a non-exclusive teaming agreement ("Teaming Agreement).

[6] The Defendant won the bid as the lead consultant and was awarded the project which was witnessed by an agreement between the defendant and IRDA.

[7] A few months into the project disagreements arose between the plaintiff and the defendant with regard to the plaintiff's scope and nature of work as well as variation of the works and timeline as well as the payment schedule.

[8] These disagreements led to the termination of the plaintiff by the defendant which led to the filing of this suit whereby the plaintiffs are claiming for the work done as well as the balance sum promised under the agreement with the defendant.

The Issue

[9] A large part of the Trial was devoted to proving the actual scope of the plaintiff's work prior to the bid being successful and the variation of the scope of work and the timeline for the completion of work once the project had been awarded to the defendant as well as the payment schedule disparity.

[10] Although these disagreements finally led to the plaintiff's termination by the defendant the court deemed it not necessary to delve in the details of the disagreements. Suffice to say that the evidence led by the parties showed that there was disagreement about the actual role of the plaintiff as viewed by the defendant and what the plaintiff were ultimately asked to do.

[11] There was also the disagreement with regard to the payment to the plaintiff should be expedited as their involvement was limited to the early part of the project. The Plaintiff contended that they need not wait for the payment until the completion of the project as their scope of work would have been completed much earlier.

[12] In the court's view the sole issue for determination in this case was whether the disagreements between the plaintiff and the defendant justified the defendant in terminating the plaintiff as a sub consultant.

[13] In the court's view the answer to this must be determined within the four corners of the agreement entered between the parties in this case.

The Agreements Governing The Parties

[14] Although this case was proceeded between the plaintiff and the defendant as parties to this suit, the court could not ignore the role of IRDA. Although IRDA was not named as a party to this suit it could not be overlooked that the owner of the entire project was IRDA and any dispute between the plaintiff and the defendant could endanger the entire project and cause losses to IRDA as well.

[15] In this case the plaintiff and the defendant invited the court to only consider the Teaming Agreement between the plaintiff and the defendant in order to determine the validity of the termination by the defendant.

[16] The parties were at odds whether the Teaming Agreement was a conditional agreement subject to a further sub-consultancy agreement or otherwise. The undisputed fact in this case is that both parties had failed for various reasons to execut