The court considered a clause requiring a party to use reasonable endeavours.
Held: Dillon LJ: ‘As Goff J pointed out in Lipmnas Wallpaper Ltd v Mason and Hodghton Ltd [1969] 1 Ch. 20, the vendor could not escape the clause by rescinding on the ground that consent was not obtainable without first using the vendor’s best endeavours to get it; but that is not in question here. As Goff J equally pointed out, if the facts are that there has been a categorical refusal of consent by the landlord, then it is not incumbent on the vendor to make further or yet further attempts to persuade the landlord to change his mind or to give the purchaser an opportunity of trying his powers of persuasion on the landlord or taking various other steps which hypothetically might equally well, or might not, have any effect in persuading the landlord to change his mind. But the question is a simple question of fact to be decided in the light of common sense’.
Judges:
Dillon LJ
Citations:
[1986] 1 WLR 1490
Jurisdiction:
England and Wales
Cited by:
Cited – Rhodia International Holdings Ltd. Rhodia UK Ltd v Huntsman International Llc ComC 21-Feb-2007
The parties contracted for the sale of a chemical surfactants business.The claimant had contracted to use reasonable endeavours to obtain the consent of a third party for the assignment a a contract to supply energy to the business. The defendant . .
Lists of cited by and citing cases may be incomplete.
Contract
Updated: 31 July 2022; Ref: scu.251422