The court was asked to construe a clause governing the calculation of an ‘additional fee’ for financial services provided by ING Bank NV (‘ING’) to Ros Roca SA (‘Ros Roca’). In monetary terms ING claims 6,700,000 Euros; on Ros Roca’s interpretation, upheld by the judge, the correct amount is 943,922.44 euros. The cross-appeal is based on the contention that, even if ING succeeds on the construction issue, it is precluded by estoppel from relying on that construction.
‘Construction cannot be pushed beyond its proper limits in pursuit of remedying what is perceived to be a flaw in the working of a contract. It is now clear, in a less literalist era, that where a contract makes commercial nonsense on its own terms, it should be interpreted if possible in a way which avoids the absurdity.’
Judges:
Rix, Carnwath, Stanley Burnton LJJ
Citations:
[2011] EWCA Civ 353, [2012] Bus LR 266, [2012] 1 WLR 472
Links:
Jurisdiction:
England and Wales
Contract, Estoppel
Updated: 08 September 2022; Ref: scu.431608
