Reference no: EM133562415

Fact Scenario

Barnes Properties owns a recently completed new high-rise building in Newcastle at 1 National Park Street. It leases Shop 1 on the Ground Floor to Petra. Petra provides financial counselling to low-income clients in the greater Newcastle area. The lease commenced on 1 May 2021 and is for a 5-year period with an option to renew for a further 5 years. Petra's lease is registered through NSWLRS. As part of the lease agreement and to encourage tenants back into regional centres after COVID, Barnes Properties has offered tenants a $10,000 one off lease incentive payment. The lease incentive is included in a separate deed with the following clause. 'The lessor agrees to provide a one-off cash payment to the lessee payable after a lease between the parties has been entered into and registered.' However, by late 2021 Petra decides that the premises are too large for her needs and with the permission of the landlord agrees to transfer her lease to Miriam, who intends to operate an Indigenous Art Studio from the premises. On inspecting the shop and before finalising the transfer of lease from Petra, Miriam notices an antique wing chair and a large tempered glass wall artwork that she thinks will be amazing for her studio. She asks Petra whether both these items could remain with the shop. Petra says she is happy to leave them and also mentions that she has ordered a blown glass pedestal vase which is expected to be finished and delivered shortly by Argle Glassworks Pty Ltd. Petra prepares a contract for the transfer of the lease to Miriam that includes the antique wing chair and tempered glass wall artwork. The following term is included in Petra and Miriam's contract: 'For valuable consideration, Petra Mossa assigns all her rights, title and interest in the office antiques and artworks to Miriam Gumanya, who from this date will be solely entitled to the rights and benefit of the wing chair and tempered glass wall artwork.' The order for the blown glass pedestal vase from Argle Glassworks includes the following term: No property shall pass to the purchaser until payment in full, due within 5 business days of the purchaser being notified that the goods have been constructed. Miriam pays the balance of the contract price for the lease in January 2022 and moves in. However, no further steps are taken in relation to the transfer of the lease. In the meantime, Petra decides she wants to surprise her daughter Alisha by assisting her to pay down her HELP debt in relation to her university studies and sends Alisha the following SMS. 'Hi Darling Alisha, I have a surprise for you. You will discover some additional funds hitting your account to help pay your Uni fees. Love Mum.' 6 Petra then emails Barnes Properties directing them to pay 60% of the incentive payment into Alisha's bank account. By now Miriam's Art Studio has now become a great success with orders pouring in but unfortunately Miriam has become extremely anxious and stressed by doing everything herself so has decided she needs a break. She decides to give part of the business to her sister, Alice. Miriam prepares a document which contains the following terms: 'I, Miriam Dasha, hereby immediately and irrevocably give to Alice Zhe: 1. My lease of Shop 1 Ground Floor, 1 National Park Street Newcastle 2300; and 2. The blown glass pedestal vase that Petra Mossa has never delivered to me.' Miriam signs the document on her tablet device via DocuSign, emails it to Alice and then packs up a campervan she has rented and drives off towards Uluru. When Alice checks her emails the following morning, she is shocked when she opens and reads the email from Miriam and decides she needs to consult a lawyer as soon as possible to advise her of her rights.

1. Advise Alice of her rights in relation to the email she has received from Miriam. Alice has also requested that you incorporate a brief diagram so she can better understand your written advice.

2. Advise Petra in relation to the payment she has directed to be made to Alisha.