The municipality emphasized that throughout the entire process, it worked diligently to promote the change in the zoning plan, believing that this would lead to the approval of the Minister of the Interior. It also emphasized that when it signed the second addendum to the agreement with the company, it was not aware of the sweeping position of the Ministry of the Interior, a refusal that surprised it.
- The Municipality further argued from the factual aspect, that the Municipality's notice of termination of the engagement, dated September 17,2019, which was sent to the Company, was made on the grounds that the company had not been able to realize an engagement with the Ministry of Aliyah and Integration, and therefore that it would not be able to operate an assisted living complex for those entitled to the Ministry of Aliyah and Integration, it would not be able to realize the purpose of the protected housing, on the basis of which its bid was approved in the tender and the engagement with it was made. Given the above, it was claimed, the Municipality had grounds for terminating the engagement with the Company, inter alia, for the following reasons:
- Loss of the company's entitlement to receive a "back-to-back" agreement with the Ministry of Aliyah and Integration, contrary to the company's commitment in the tender.
- The company's inability to ensure the definitive realization of the specific designation, according to which the company's winning of the tender, i.e., the establishment of assisted living for the elderly, is entitled, to the Ministry of Aliyah and Integration.
- The allocation of land to the company for the construction of the project was made for a consideration significantly lower than value, where the consideration was determined based on the existence of an agreement with the Ministry of Aliyah and Absorption.
- Lack of information and/or support regarding the ability to finance the project that was planned, built and operated, following the loss of the agreement with the Ministry of Aliyah and Absorption.
- Lack of information regarding the identity of the plaintiff's stakeholders and the contractual relationship between them, as well as disputes that apparently exist between the company's shareholders.
- The fear of the sale or mortgage of the project and/or the rights by the company in contravention of the provisions of the agreement.
It was claimed that the company was asked to answer the aforementioned questions and to come up with a business plan for the project, but it chose not to do so.