PC (New Zealand) The claimants asserted that the respondents had wrongly terminated their franchise licence. The agreement was subject to the New South Wales law requiring good faith, but the court had not had expert assistance for interpretation.
Held: Whatever the underlying law, the agreement depended upon the parties acting in good faith and working together. In such circumstances a statement that the claimants would not take further part in franchising activities amounted to a repudiation. The common law on the existence of a duty of good faith under contract internationally is not clear, and it was wrong to try to resolve such questions by books alone and without expert evidence. ‘These were not ordinary commercial contracts but contracts giving rise to long term mutual obligations in pursuance of what amounted in substance to a joint venture and therefore dependent upon co-ordinated action and co-operation.’ The lower courts had failed to make proper allowance for all the evidence they had heard, and the appeal was to be allowed.
Judges:
Lord Hutton, Lord Browne-Wilkinson, Lord Hobhouse of Woodborough, Lord Rodger of Earlsferry, Sir Malcolm Pill
Citations:
[2002] UKPC 50, [2004] 1 WLR 2807
Links:
Jurisdiction:
England and Wales
Citing:
Cited – Mersey Steel and Iron Co v Naylor, Benzon and Co HL 1884
The House explained the doctrine of repudiation of a contract: ‘where there is a contract which is to be performed in future, if one of the parties has said to the other in effect, ‘If you go on and perform your side of the contract I will not . .
See also – Dymocks Franchise Systems (NSW) Pty Ltd v Todd and others (No. 2) PC 21-Jul-2004
PC (New Zealand) Costs were sought against a non-party, following an earlier determination by the Board.
Held: Jurisdiction to make such an order was not complete. Where the order sought was against a . .
Cited – The Moorcock CA 1889
Unless restricted by something else, an employer ought to find work to enable a workman to perform his part of the bargain, namely, to do his work. A term will be implied into a contract only to the extent required to give the contract efficacy: ‘if . .
Cited by:
See also – Dymocks Franchise Systems (NSW) Pty Ltd v Todd and others (No. 2) PC 21-Jul-2004
PC (New Zealand) Costs were sought against a non-party, following an earlier determination by the Board.
Held: Jurisdiction to make such an order was not complete. Where the order sought was against a . .
Cited – Chantrey Vellacott v The Convergence Group Plc and others ChD 31-Jul-2007
The claimants, a firm of accountants, sued their former clients for unpaid fees. The defendant company counterclaimed for professional negligence. The claimant had expended andpound;5.6m in costs. The claimants now sought a non-party costs order . .
Cited – Nelson v Greening and Sykes (Builders) Ltd CA 18-Dec-2007
The builders had obtained a charging order for the costs awarded to them in extensive litigation, and a third party costs order but without the third party having opportunity to test the bill delivered. They had agreed to sell land to the defendant, . .
Approved – Deutsche Bank AG v Sebastian Holdings Inc and Another CA 21-Jan-2016
Appeal from Order joining party for purposes of third party costs order. . .
Cited – Travelers Insurance Company Ltd v XYZ SC 30-Oct-2019
Challenge to the making of a non-party costs order under section 51 of the Senior Courts Act 1981 against the product liability insurer of one of the defendants in litigation being managed under a Group Litigation Order (‘GLO’). Many of the . .
Lists of cited by and citing cases may be incomplete.
Contract
Updated: 03 May 2022; Ref: scu.177791
