Background
Diuk Management & Marketing Ltd. and Yoav Lubinsky provided property-management and accounting services for a Tel Aviv–Jaffa property under agreements that calculated their compensation as a percentage of the consideration received from the property, plus VAT. After Yuvalim Blinkis Residences Ltd. acquired all rights in the property, it terminated the engagement effective March 12, 2020.
Yuvalim then sued for approximately NIS 800,000, alleging that the applicants had withdrawn funds from the property’s account to which they were not entitled. The Petah Tikva Magistrates’ Court granted the claim, holding that the contractual “consideration” meant amounts actually paid and received, not deferred checks, tenant deposits or security, or payments Yuvalim made to protected tenants for vacating the property. It also rejected the applicants’ contention that a separate agreement entitled them to additional compensation for tenant removals and dismissed their counterclaim.
The Central District Court largely dismissed the applicants’ appeal. It agreed that their proposed interpretation of “consideration” was unreasonable and inconsistent with the agreements’ clear language, and found no basis to disturb the conclusion that they had failed to prove a separate agreement concerning tenant-removal fees. It allowed the appeal only as to compensation for accounting services supplied in 2020 between the termination notice and the end of the engagement.
The Court’s Holding
Justice Gila Canfy-Steinitz denied leave to appeal without requesting a response from Yuvalim. The application did not present a legal question of general importance extending beyond the parties’ dispute, nor was a third appeal necessary to prevent a miscarriage of justice under Regulation 148A of the Civil Procedure Regulations.
The Court explained that disputes over the interpretation of a specific document ordinarily do not warrant a third appellate proceeding unless interpretation of that type of document repeatedly occupies the courts. Despite the applicants’ effort to frame the issue as a general question about interpreting commercial contracts, their arguments concerned only the parties’ particular agreements and the application of established contract-interpretation principles. The Court expressly declined to decide whether the applicants’ interpretation might also have been possible.
The applicants’ miscarriage-of-justice argument assumed the very proposition the lower courts had rejected—that they were entitled to the disputed funds. Their reliance on the asserted “falsehood presumption” likewise did not justify review because they had failed to prove a binding agreement for compensation beyond the written contracts. In any event, an alleged error in applying settled law does not itself warrant a third appeal. Because no response was requested, the Court made no costs order.
Key Takeaways
- A disagreement over the interpretation of a specific commercial agreement generally does not qualify for a third appeal in Israel.
- Leave may be appropriate when a document’s interpretation raises a recurring issue of broader legal significance, but this dispute was confined to the parties’ contracts.
- A miscarriage-of-justice claim cannot rest merely on assuming the correctness of a substantive position already rejected by the lower courts.
Why It Matters
The decision reinforces the narrow gatekeeping standard for third-instance civil appeals. Characterizing a fact-specific contract dispute as implicating broad principles of commercial interpretation will not suffice when the requested review would only revisit how settled doctrine applies to particular agreements.
It also preserves an important distinction between denying leave to appeal and endorsing every aspect of the lower courts’ reasoning: the Supreme Court left the judgments in place but expressly offered no view on whether the applicants’ proposed contractual interpretation was substantively possible.