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These cases are from the lawindexpro database. They are now being transferred to the swarb.co.uk website in a better form. As a case is published there, an entry here will link to it. The swarb.co.uk site includes many later cases.  














Contract - From: 1996 To: 1996

This page lists 87 cases, and was prepared on 20 May 2019.


 
 Jayaar Impex Limited v Toaken Group Limited; 1996 - [1996] 2 Lloyds Rep 437

 
 Kpohraror v Woolwich Building Society; CA 1996 - [1996] 4 All ER 119
 
Country and Metropolitan Homes Surrey Ltd v Topclaim Ltd [1996] Ch 307
1996

Timothy Lloyd QC
Contract, Land
The issue was the proper construction and effect of condition 6.8 of the Standard Conditions of Sale, 2nd edition, in relation to the giving of a notice to complete a contract for the sale of land. Held: The condition provided exclusively for the circumstances in which a notice to complete could be given in respect of a contract which incorporated the terms of the Standard Conditions of Sale, 2nd edition, and that any right at common law to serve a notice to complete was thereby excluded.

The contract also purported to exclude section 49(2). The vendor failed to complete, but sought not to return the deposit. The judge said: "It is a startling proposition that, by excluding that section in relation to the contract, the purchaser has prevented itself from obtaining repayment of the deposit even if the vendor has been flagrantly in breach of the contract and the purchaser has not. It also seems curious, in relation to that submission, that under the contract in this case the vendor's solicitors hold the deposit as stakeholder, since that clearly implies that there could be circumstances in which they would have to pay the deposit back to the purchaser rather than account for it to their client the vendor.
The answer to this contention is to be found in the judgment of Mr. Gerald Godfrey Q.C. in Dimsdale Developments (South East) Ltd. v. De Haan, 47 P. & C.R. 1. He held that the vendor's notice to complete was validly served but, despite that, the purchaser sought the return of the deposit under section 49(2). He therefore had to consider the ambit of the subsection in the light of a number of decided cases. Before doing that he made the following observations of general relevance: "It is to be observed that a purchaser has no need to pray this subsection in aid when it is not he but the vendor who is the defaulter. The subsection is needed only to enable a purchaser who is himself in default to recover his deposit."
He consideralso circumstances in which the court might conclude that even though the purchaser was in default the justice of the case might require that the deposit be repaid to the purchaser. It is that jurisdiction which, it seems to me, is excluded by the special condition in this contract."
Law of Property Act 1925 49(2)
1 Cites

1 Citers


 
Paperlight Limited v Swinton Group Limited [1996] CLC 1667
1996

Clarke J
Contract
The court identified principles of construction for a franchise agreement, including that the franchisor's covenant not to derogate from his grant amounted in this context to "really no more than an application of the contra proferentem rule".
1 Citers



 
 Tam Wing Chuen v Bank of Credit and Commerce Hong Kong Ltd; PC 1996 - [1996] 2 BCLC 69; [1996] UKPC 69
 
Lordvale Finance plc v Bank of Zambia [1996] QB 752
1996

Colman J
Contract
The parties' contract provided for an uplift of 1% for late payment of a debt. Held: This was a genuine pre-estimate on the basis that it indicated that the borrower was a risky borrower. It was not a penalty.
1 Citers


 
Countrywide Communications Limited v ICL Pathway Ltd [1996] C No 2446
1996

Nicholas Strauss QC J
Contract
The court considered the authorities bearing on the question of whether or not a claim under a quantum meruit can successfully be made for work done in anticipation of a contract which does not materialise. Strauss J concluded: "I have found it impossible to formulate a clear general principle which satisfactorily governs the different factual situations which have arisen, let alone those which could easily arise in other cases. Perhaps, in the absence of any recognition in English law of a general duty of good faith in contractual negotiations, this is not surprising. Much of the difficulty is caused by attempting to categorise as an unjust enrichment of the defendant, for which an action in restitution is available, what is really a loss unfairly sustained by the plaintiff. There is a lot to be said for a broad principle enabling either to be recompensed, but no such principle is clearly established in English Law. Undoubtedly the court may impose an obligation to pay for benefits resulting from services performed in the course of a contract which is expected to, but does not, come into existence. This is so, even though, in all cases, the defendant is ex hypothesi free to withdraw from the proposed contract, whether the negotiations were expressly made "subject to contract" or not. Undoubtedly, such an obligation will be imposed only if justice requires it or, which comes to much the same thing, if it would be unconscionable for the plaintiff not to be recompensed.
Beyond that, I do not think that it is possible to go further than to say that, in deciding whether to impose an obligation and if so its extent, the court will take into account and give appropriate weight to a number of considerations which can be identified in the authorities. The first is whether the services were of a kind which would normally be given free of charge. Secondly, the terms in which the request to perform the services was made may be important in establishing the extent of the risk (if any) which the plaintiffs may fairly be said to have taken that such services would in the end be unrecompensed. What may be important here is whether the parties are simply negotiating, expressly or impliedly "subject to contract", or whether one party has given some kind of assurance or indication that he will not withdraw, or that he will not withdraw except in certain circumstances. Thirdly, the nature of the benefit which has resulted to the defendants is important, and in particular whether such benefit is real (either "realised" or "realisable") or a fiction, in the sense of Traynor CJ's dictum[22]. Plainly, a court will at least be more inclined to impose an obligation to pay for a real benefit, since otherwise the abortive negotiations will leave the defendant with a windfall and the plaintiff out of pocket. However, the judgment of Denning L.J. in the Brewer Street case suggests that the performance of services requested may of itself suffice amount to a benefit or enrichment. Fourthly what may often be decisive are the circumstances in which the anticipated contract does not materialise and in particular whether they can be said to involve "fault" on the part of the defendant, or (perhaps of more relevance) to be outside the scope of the risk undertaken by the plaintiff at the outset. I agree with the view of Rattee J. that the law should be flexible in this area, and the weight to be given to each of the factors may vary from case to case."
1 Cites

1 Citers


 
MacSteel Commercial Holdings (Pty) Ltd v Thermasteel V (Canada) Inc [1996] CLC 1403
1996
CA
Sir Thomas Bingham MR, Millett LJ
Jurisdiction, Contract
The South African and Canadian parties had contracted subject to the law of England. The Canadian company said that England remained inappropriate as the choice of forum. Held: Jurisdiction was declined.
The distinction between the choice of English law and a contractual choice of an English forum was a distinction of major importance when choosing a jurisdiction. Millett LJ said that the judge had made a fundamental error in equating choice of law with choice of forum.
1 Citers


 
Chaigley Farms Ltd v Crawford, Kaye and Grayshire Ltd [1996] BCC 957
1996

Garland J
Contract
The Court was asked as to the title to livestock delivered by the plaintiff farmers to an abattoir under a contract containing a retention of title clause and title to the carcasses following slaughter. One question which arose was whether the slaughter of the animals and dressing of the carcasses extinguished the plaintiffs' title because it created a new commodity. Held: Garland J. considered that there was an essential difference between a live animal and a dead one, particularly one from which all the parts which were not to be sold on as butchers' meat had been removed.
1 Citers


 
West of England Shipowners Mutual Insurance Association (Luxembourg) v Cristal Ltd [1996] CLC 240
1996
CA
Neill LJ
Contract, Arbitration
A contract had been set up to provide compensation for oil pollution losses. It was between oil companies who contributed to the fund and its administrators, Cristalwho was to 'be the sole judge in accordance with these terms of the validity of any claim made hereunder'. The claimant association made a claim which Cristal rejected. It was accepted that the association was to be treated as a party to the contract. The main argument was as to ouster of jurisdiction. Held: The Court rejected the argument. It was not argued that the fact of Crystal being the sole judge vitiated the agreement.
Neill LJ stated: "it does not seem to me that any question arises as to the ouster of the jurisdiction of the court. The court clearly has a role to play. The problem is to define the extent of that role.
I see the force of the submission that it is unusual for one party to a contract to be constituted the sole arbiter of the validity of any claim made against it. There is therefore attraction in the argument that the determination under cl.IX is merely . . a first stage determination . . I have come to the conclusion, however, that this argument must be rejected."
1 Cites

1 Citers


 
Beta Computers (Europe) Ltd v Adobe Systems (Europe) Ltd [1996] FSR 367; 1996 SLT 604; [1996] CLC 821
1996
SCS

Contract, Scotland
Outer House - A 'shrink-wrap' licence can be valid where the purchaser has opportunity to read it first and a right of return.

 
Soon Hua Seng Company Ltd v Glencore Grain Ltd [1996] CLC 729; Lloyd's List 21 February 1996
17 Jan 1996
ComC
Mance J
Transport, Contract
ComC Carriage of goods - carriage contract - bill of lading - stipulation for discharge on liner terms - failure to stipulate - rejection - justification.

 
Wong Mee Wan v Kwan Kin Travel Services Ltd, Gazette, 24 January 1996; [1996] 1 WLR 38
24 Jan 1996
PC
Lord Slynn of Hadley
Contract, Negligence, Consumer
(Hong Kong) The plaintiff's daugfhter purchased an all in package tour of China. Having missed a ferry, they were being taken on a speedboat when it crashed, and she died. The driver was negligent, and the company for having failed to ensure that someone competent drove it. Held: Where someone contracted to arrange travel for others there was an implied term to use reasonable skill and care in selecting others to provide any part of those services. Where he contracted to provide service he impliedly contracted to carry them out with reasonable care and skill. That obligation would continue even if others provided the actual services. This was a contract for services. The company was liable for having failed to select a competent boatman, and for his lack of care.

 
Bank of East Asia Ltd v Scottish Enterprise and Another (Scots) Times, 24 January 1996; 1997 SLT 1213
24 Jan 1996
HL
Lord Jauncey
Contract
A right of retention against unfulfilled obligations does not apply if those conditions came to be fulfilled. Where both sides are to perform a contract in stages, "the counter obligation and consideration for payment of stage one is the completion of the work for that stage conform to contract" and "It follows that retention may be operated against corresponding obligations prestable but unfulfilled, but has no relevance to obligations duly performed."
1 Citers


 
Barclays Bank Plc v Estates and Commercial Limited [1997] 1 WLR 415; [1996] EWCA Civ 1354; (1997) 74 P and CR 30
20 Feb 1996
CA
Millett LJ, Waite LJ, Thorpe LJ
Equity, Land, Contract
Millett LJ discussed the assertion of a vendor's lien where a third party would be adversely affected: "A party with an equitable charge can be taken to agree to the postponement of his property against any party who was allowed to his knowledge to purchase the land on the faith that it is unencumbered." and
"As soon as a binding contract for sale of land is entered into the vendor has a lien on the property for the purchase money and a right to remain in possession of the property until payment is made. The lien does not arise on completion but on exchange of contracts. It is discharged on completion to the extent that the purchase money is paid: In re Birmingham, decd.; Savage v. Stannard [1959] Ch. 523, cited with approval in London and Cheshire Insurance Co. Ltd. v. Laplagrene Property Co. Ltd. [ 1971] Ch. 499 , 514. Even if the vendor executes an outright conveyance of the legal estate in favour of the purchaser and delivers the title deeds to him, he still retains an equitable lien on the property to secure the payment of any part of the purchase money which remains unpaid. The lien is not excluded by the fact that the conveyance contains an express receipt for the purchase money.
The lien arises by operation of law and independently of the agreement between the parties. It does not depend in any way upon the parties' subjective intentions. It is excluded where its retention would be inconsistent with the provisions of the contract for sale or with the true nature of the transaction as disclosed by the documents. It is also excluded where, on completion, the vendor receives all that he bargained for: Capital Finance Co. Ltd. v. Stokes [1969] 1 Ch. 261 and Congresbury Motors Ltd. v. Anglo-Belge Finance Co. Ltd. [1971] Ch. 81. In each of those cases the vendor took a legal charge to secure payment. The unpaid vendor's lien was held to be excluded notwithstanding that the charge later became void for want of registration. In Williams on Vendor and Purchaser , 4th ed. (1936), vol. 2, p. 984, there is a passage which deals with the exclusion of the lien: "The vendor may, however, waive or abandon his lien for the unpaid purchase-money, and his intention to do so may be either expressed or implied from the circumstances of the case."
After dealing with express waiver or abandonment the author continues:
"Where such waiver or abandonment is sought to be implied, the onus lies on those who deny the existence of the lien, which arises by the rule of equity in the absence of stipulation to the contrary; the question is one of the parties' intention, to be determined by the documents they have executed and the circumstances of the case; and the test is, whether they have in effect agreed that the vendor shall have some other security or mode of payment in substitution for his lien."
As the authorities demonstrate the test is an objective one. The question is: what intention is to be attributed to the parties from the transaction into which they have entered? . . "
1 Cites

1 Citers

[ Bailii ]
 
Grogan v Robin Meredith Plant Hire Ltd Times, 20 February 1996
20 Feb 1996
CA

Contract, Employment
An employee becoming required to sign an administrative document, a time sheet did not amount to a variation of the contract of employment.

 
Foster Wheeler Wood Group Engineering Limited v Chevron U K Limited [1996] EWHC QB 381
29 Feb 1996
QBD

Contract

[ Bailii ]
 
Lordsvale Finance Plc v Bank of Zambia Times, 08 April 1996; [1996] QB 752
20 Mar 1996
QBD
Colman J
Contract, Banking
The court looked at a facility agreement opened by a bank in favour of the defendant which provided that in the event of default the defendant should pay interest during the period of default at an aggregate rate equal to the cost to the bank of obtaining the deposits required to fund its participation, an agreed margin and an additional unexplained 1%. The customer said that the 1% fee was a penalty and unenforceable. Held: It was not.
Colman J said: "The defendants contend that, inasmuch as the constituents of the default interest under article 10.03(A) include at (i) 1 per cent, a rate completely unexplained, in addition to the margin (defined in article 1 as 11/2 per cent) and the cost of obtaining dollar deposits to fund the bank's participation, the 1 per cent is a penalty. It is said to be in terrorem the borrower, its sole function being to ensure compliance with the agreements. . "The term provided for a modest increase. It was not a penalty and therefore not invalid.
The court analysed the concept of a penalty as follows (following Dunlop): "whether a provision is to be treated as a penalty is a matter of construction to be resolved by asking whether at the time the contract was entered into the predominant contractual function of the provision was to deter a party from breaking the contract or to compensate the innocent party for breach. That the contractual function is deterrent rather than compensatory can be deduced by comparing the amount that would be payable on breach with the loss that might be sustained if breach occurred."
A simple dichotomy between a genuine pre-estimate of damages and a penalty does not always cover all the possibilities.
Although the payment of liquidated damages is "the most prevalent purpose" for which an additional payment on breach might be required under a contract " . . the jurisdiction in relation to penalty clauses is concerned not primarily with the enforcement of inoffensive liquidated damages clauses but rather with protection against the effect of penalty clauses. There would therefore seem to be no reason in principle why a contractual provision the effect of which was to increase the consideration payable under an executory contract upon the happening of a default should be struck down as a penalty if the increase could in the circumstances be explained as commercially justifiable, provided always that its dominant purpose was not to deter the other party from breach."
He continued: "Where, however, the loan agreement provides that the rate of interest will only increase prospectively from the time of default in payment, a rather different picture emerges. The additional amount payable is ex hypothesi directly proportional to the period of time during which the default in payment continues. Moreover, the borrower in default is not the same credit risk as the prospective borrower with whom the loan agreement was first negotiated. Merely for the pre-existing rate of interest to continue to accrue on the outstanding amount of the debt would not reflect the fact that the borrower no longer has a clean record. Given that money is more expensive for a less good credit risk than for a good credit risk, there would in principle seem to be no reason to deduce that a small rateable increase in interest charged prospectively upon default would have the dominant purpose of deterring default. That is not because there is in any real sense a genuine pre-estimate of loss, but because there is a good commercial reason for deducing that deterrence of breach is not the dominant contractual purpose of the term."
1 Cites

1 Citers


 
E D and F Man Ship Ltd v Kvaerner Gibraltar Ltd (The Rothnie) Times, 22 March 1996
22 Mar 1996
QBD

Contract
Contract term specifying jurisdiction raised strong presumption that so intended.

 
The Mahkutai Times, 24 April 1996; [1996] AC 650; [1996] 3 WLR 1
24 Apr 1996
PC
Lord Goff of Chieveley
Transport, Commonwealth, Jurisdiction, Contract, Arbitration
(Hong Kong) The question was whether shipowners, who were not parties to the bill of lading contract between the charterers and carriers on the one part, and the cargo-owners, the bill of lading being a charterer's bill, could enforce against the cargo-owners an exclusive jurisdiction clause contained in that contract. Held: Ship owners may not rely on an exclusive jurisdiction clause in a charterer's contract. They could not because the Himalaya clause in the bill of lading, which extended the benefit of all "exceptions, limitations, provision, conditions and liberties herein benefiting the carrier" to "servants, agents and subcontractors of the carrier" did not include the exclusive jurisdiction clause because an exclusive jurisdiction clause is a mutual agreement and does not benefit only one party. Rather the rights conferred entail correlative obligations. A contract (and in particular a Himalaya clause) must be construed to give commercial effect if possible.
1 Cites

1 Citers


 
Coca-Cola Financial Corporation v Finsat International Ltd and Others Times, 01 May 1996; [1996] CLC 1564
1 May 1996
CA

Contract
Party may contract out of right of set-off. Issue justiciable under Order 14.
1 Citers


 
Phillips Petroleum Co (UK) Ltd v Enron Europe Ltd [1997] CLC 329
8 May 1996
ComC
Colman J
Contract
ComC Contract - construction - agreement to use reasonable endeavours - matter to be agreed - objective criteria – enforceability
1 Cites

1 Citers


 
Phillips Petroleum Company UK Ltd and Ors v Enron Europe Ltd Unreported, 09 May 1996
9 May 1996
ComC
Colman J
Contract
ComC Contract - causation - subject-matter of indemnity unforeseeable - relevance - indemnity triggered by breach of contract - remoteness - Hadley v Baxendale - reasonable contemplation of the parties - unforeseeable loss - pre-dating indemnity trigger

 
Caspian Basin Specialised Emergency Salvage Administration and Another v Bouyges Offshore SA (No 2) [1997] 2 Lloyd's Rep 485; [1997] ILPr 472
10 May 1996
ComC
Morison J
Transport, Jurisdiction, Contract
ComC Towage contract – anti-suit injunction – jurisdiction clause


 
 National Westminster Bank Plc v Kitch; CA 14-May-1996 - Gazette, 15 May 1996; Times, 14 May 1996; [1996] 1 WLR 1316

 
 Lion Nathan Limited and others v C C Bottlers Limited and others; PC 14-May-1996 - Times, 16 May 1996; Gazette, 26 June 1996; [1996] UKPC 9; [1996] 1 WLR 1438

 
 Credit Suisse v Allerdale Borough Council; CA 20-May-1996 - Times, 20 May 1996; [1997] QB 306

 
 Charter Reinsurance Co Ltd v Fagan and Others; HL 24-May-1996 - Times, 24 May 1996; [1996] 1 All ER 406; [1996] 3 All ER 46; [1996] 2 WLR 726; [1996] 2 Lloyds Rep 113; [1997] AC 313
 
Daily Telegraph v James Andrew Colla [1996] EWCA Civ 508
18 Jun 1996
CA
Beldam LJ, Henry LJ, Hutchison LJ
Contract
The claimant appealed the strike out of his claim that the defendant newspaper was liable to the claimant after he entered a promotion in the newspaper. The competitions provided for resolution if there was a tie, and that the decision of the judges would be final. Held: The claim was arguable and should proceed.
[ Bailii ]
 
McCausland and Another v Duncan Lawrie Ltd and Another Times, 18 June 1996; Gazette, 10 July 1996; [1996] 4 All ER 995; [1997] 1 WLR 38
18 Jun 1996
CA
Neill LJ, Morritt LJ
Land, Contract
The parties entered into a written contract for the sale of land which, in error, provided for completion on a Sunday. The parties varied the date to the Friday but did not execute a new contract which would comply with section 2(1) of the 1989 Act. Time was not initially of the essence of the contract. Held: The variation was invalid, but the original contract, as unvaried, remained in force. A variation of a contract for the sale of land under the new Act must itself comply with the formalities of the Act if it is to be applied. Section 2 is an entirely new provision which marks a radical change in the law.
Morritt LJ said that estoppel may be available. The contractual date for completion was a material term, if only because it specified the time from which one or other party was entitled to serve a notice to complete and make time of the essence: "the choice lies between permitting a variation, however fundamental, to be made without any formality at all and requiring it to satisfy Section 2. In my view it is evident that Parliament intended the latter. There would be little point in requiring that the original contract comply with Section 2 if it might be varied wholly informally. Further the respect in which the Act differs from the Bill proposed by the Law Commission indicates that Parliament intended more, rather than less, formality than that recommended by the Law Commission." and "The reasons for the recommendation were to avoid the uncertainties arising from the doctrine of part performance, to ensure mutuality between both parties to the contract and to avoid the continuing uncertainty surrounding the operation of Section 40 Law of Property Act 1925 notwithstanding its long history"
Neill LJ said: "It seems to me to be clear that Parliament intended to introduce new and strict requirements as to the formalities to be observed for the creation of a valid disposition of an interest in land. Under Section 2 all the terms of the contract have to be incorporated in the signed document. Counsel for the plaintiffs was correct when he submitted that the formalities prescribed by Section 2 have to be applied to the contract as varied. "
Law of Property (Miscellaneous Provisions) Act 1989 2
1 Cites

1 Citers


 
Motemtronic Limited v Autocar Equipment Limited Unreported, 20 June 1996
20 Jun 1996
CA
Aldous and Henry LJJ, Staughton LJ dissenting
Contract
The parties said: "Mrs Ford: Where would money come from if M [the principal debtor] had to repay £1 million? Colin Searle [the second defendant, M's chairman]: From wherever in the group the money was at the relevant time. I'll make sure it is there. I am good for £1 million." The judge had held that this was a collateral warranty under section 4 because Mr Searle's promise "only required him to ensure that M would have the necessary funds to enable it to repay the first instalment. It was not a promise that M would pay nor that Mr Searle would himself pay Autocar." Held: The words were merely a statement of comfort, but in any event, even assuming that the words had contractual force, they also regarded such a promise as falling within section 4. An undertaking to make sure that a company would have the money to meet a contractual obligation was a promise to answer for the debt of another within section 4 of the Statute of Frauds, assuming that the undertaking was an enforceable contractual warranty.
Statute of Frauds 1677 84
1 Citers


 
Board of Trustees of the National Provident Fund v Brierley Investments Limited (New Zealand) [1996] UKPC 22
24 Jun 1996
PC

Contract

[ Bailii ]
 
Slater v Finning Ltd [1996] UKHL 59; 1996 SLT 912; 1997 SC (HL) 8; [1997] AC 473; [1996] CLC 1236; [1996] 2 Lloyd's Rep 353; 1996 SCLR 863; [1996] 3 All ER 398; [1996] 3 WLR 190; (1996) 15 Tr LR 458
4 Jul 1996
HL
Lord Keith of Kinkel, Lord Griffiths, Lord Jauncey of Tullichettle, Lord Slynn of Hadley and Lord Steyn
Scotland, Contract

Sale of Goods Act 1979 14(3)
[ Bailii ]
 
Co-Operative Bank Plc v Tipper Times, 05 July 1996
5 Jul 1996
ChD

Contract
Alteration of printed contract by pencil to be assumed not to be operative.


 
 James Slater and Hamish Slater (A Firm) and Others v Fleming Ltd; HL 10-Jul-1996 - Times, 10 July 1996

 
 Vitol Sa v Norelf Ltd; HL 10-Jul-1996 - Gazette, 10 July 1996; Times, 01 July 1996; [1996] AC 800; [1996] 2 Lloyds Rep 225
 
Wilander and Another v Tobin and Another Times, 15 July 1996
15 Jul 1996
ChD

Contract
The Lawn Tennis Association's anti-doping rules are arguably void since they did not give any effective right of appeal.
Anti-Doping Convention 1989 (European Treaty Series I35)
1 Cites

1 Citers


 
Carbofuels Internacional SA v Dampskibs-Aktieselskabet Progress Unreported, 15 July 1996 (Approximate)
15 Jul 1996
ComC
Morison J
Contract
ComC Contract - assignment of contractual burden - pure principle of benefit and burden - existence - principle of law/equity - empty maxim – misleading

 
Philip Alexander Securities and Futures Ltd v Bamberger and Others Times, 22 July 1996; [1997] Eu LR 63; [1996] CLC 1757
22 Jul 1996
CA

Arbitration, Contract, Consumer

Consumer Arbitration Agreements Act 1988
1 Cites


 
Aquaproof Dampcoursing Ltd v Sheyi Banjo [1996] EWCA Civ 527
23 Jul 1996
CA

Contract

[ Bailii ]
 
Wills v Hoover Ltd [1996] EWCA Civ 534
25 Jul 1996
CA

Contract, Litigation Practice

[ Bailii ]
 
Ansar Miah v Makmad Ali [1996] EWCA Civ 535
25 Jul 1996
CA

Contract

[ Bailii ]
 
Wake and Another v Renault (UK) Ltd Times, 01 August 1996
1 Aug 1996
ChD

Contract
A standard form contract can be overridden by a collateral contract if it is sufficiently clear.

 
Armhouse Lee Ltd v Chappell and Another Times, 07 August 1996
7 Aug 1996
CA

Contract
Immoral advertisements (but short of illegal) still need to be paid for.

 
Robert William Donaldson v Penton Hook Marine Sales Ltd and Another Unreported, 08 August 1996
8 Aug 1996
AdCt
Clarke J
Contract
ComC Contract - Supply of goods - collateral contract - implied term - vessels - merchantable quality

 
St Albans City and District Council v International Computers Ltd Times, 14 August 1996; [1996] 4 All ER 481; [1996] EWCA Civ 1296
14 Aug 1996
CA
Sir Ian Glidewell, Nourse LJ
Damages, Contract
The council purchased software from the defendants to calculate council taxes. Mistakes in the software undercalculated the amounts required to be recovered causing the council substantial losses. The company sought to rely upon a clause in the contract limiting the extent of their liability. Held: The clause was unreasonable in the light of the very substantial nature of the defendant's business, the availabiliity to them of insurance in sums far greater than the limit of liability, and inequality of bargaining power. However, the damages payable for revenue lost because of faulty software were reduced to allow for the recovery of the losses in subsequent tax years.
Nourse LJ: "Parties who agree respectively to supply and acquire a system recognizing that it is still in the course of development cannot be taken, merely by virtue of that recognition, to intend that the supplier shall be at liberty to supply software which cannot perform the function expected of it at the stage of development at which it is supplied".
Unfair Contract Terms Act 1977
1 Cites

1 Citers

[ Bailii ]
 
Alden Commercial Limited v Anthony Edward Robert Rosser [1996] EWCA Civ 580
15 Aug 1996
CA

Contract

[ Bailii ]
 
New Hampshire Insurance Company and Others v MGN Ltd and Others [1996] EWHC 398 (Comm)
6 Sep 1996
ComC
Staughton, McGowan, Auld LJJ
Company, Contract

1 Cites

[ Bailii ]
 
Baring Brothers and Co Ltd v Cunninghame District Council Times, 30 September 1996
30 Sep 1996
OHCS

Contract
A choice of law clause fell with others in a contract which was void ab initio as ultra vires.

 
Phillips Petroleum Company United Kingdom Ltd v Enron Europe Ltd [1996] EWCA Civ 693
10 Oct 1996
CA

Contract

1 Cites

1 Citers

[ Bailii ]

 
 Investors Compensation Scheme Ltd v West Bromwich Building Society; Etc; ChD 10-Oct-1996 - Times, 10 October 1996
 
Chattey and Another v Farndale Holdings Inc and others [1996] EWCA Civ 696
11 Oct 1996
CA

Land, Contract, Registered Land
The plaintiffs had paid deposits for apartments which were to be built. After the developer became insolvent the plaintiffs sought recovery of the deposits, saying they had a lien which preceded the claims of chargees. Held: The one appeal failed and another succeeded. "the circumstances in which a purchaser's lien will arise are not limited to those in which the contract is or has been specifically enforceable but include those in which there is or has been a right to call for the legal estate whether presently, in the future or conditionally so as to give rise to the equitable interest or estate. . . "
and "It is not disputed that the purchaser's lien arises by operation of law from the contract unless it is modified or excluded by express agreement of the parties or by necessary implication from the contractual arrangements the parties have entered into. The lien so arising is an unqualified equitable right. In common with all other equitable rights it is capable of being subordinated to the rights of a subsequent purchaser for value of a legal estate without notice of the equitable right. But that inherent weakness is no reason to modify the nature of the right itself. "
Land Registration Act 1925 70(2)
1 Cites

[ Bailii ]
 
Joseph Gardner and Sons Limited v Romag Holdings Plc [1996] EWCA Civ 716
14 Oct 1996
CA

Contract

[ Bailii ]
 
W W Greener (Sporting Guns Limited) v David L Thomas [1996] EWCA Civ 738
15 Oct 1996
CA

Contract

[ Bailii ]
 
National Power Plc v United Gas Company and Anr [1996] EWCA Civ 733
15 Oct 1996
CA

Contract

1 Cites

1 Citers

[ Bailii ]
 
Chaffey and Another v Farndale Holdings Inc Times, 17 October 1996
17 Oct 1996
CA

Contract
Purchaser's deposit created a lien over the land on failure of development.


 
 Bence Graphics International Ltd v Fasson UK Ltd; CA 24-Oct-1996 - Gazette, 30 October 1996; Times, 24 October 1996; [1996] EWCA Civ 748; [1998] QB 87

 
 Prentice and Another v Scottish Power Plc; OHCS 28-Oct-1996 - Times, 28 October 1996
 
Timothy James Midgley v Energy Holdings Limited and Critchleys (a Firm) [1996] EWCA Civ 823
29 Oct 1996
CA

Contract

[ Bailii ]

 
 Investors Compensation Scheme Ltd v West Bromwich Building Society and Others; CA 1-Nov-1996 - Times, 08 November 1996; [1996] EWCA Civ 862
 
Abdel-Hadey Mahmoud Bayoumi v Protim Services Limited [1996] EWCA Civ 885; (1996) 30 HLR 785
6 Nov 1996
CA
Swinton Thomas LJ
Contract, Damages
The county court judge had allowed damages to the claimant, who owned a property which suffered from persistent water penetration, general damages for breach of the 1972 Act, the sum of £1,500 a year for the four years during which the problems lasted, making a total of £6,000 in all. The judge made it clear that this was an award of general damages for loss of use and enjoyment. Held: The contractor's appeal failed. Swinton Thomas LJ held that such damages were recoverable for breach of Section 1. The loss of use claims had been properly pleaded and: "The Judge allowed a figure of £1,500 per year for four years making a total of £6,000. In my view that item of damages is clearly allowable under the provisions of the Defective Premises Act, and I do not myself think that it has been shown that his assessment, either in terms of the annual value or the period of time, was excessive."
Defective Premises Act 1972 81
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Bernard Deasey; Gareth Jenkins; James Edwards; John Meaker; Terry Mcpartlan Trading As Optiplan (a Firm) v Johnson and Johnson Furniture Plc [1996] EWCA Civ 894
7 Nov 1996
CA

Contract

[ Bailii ]
 
Ekwuru v Alitalia Airlines [1996] EWCA Civ 922
11 Nov 1996
CA

Contract, Limitation
The claimant bought two airline tickets, but did not use them. Ten years later he requested a refund. Held. Any appeal would be hopeless.
Limitation Act 1980 5
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Mount Eden Land Ltd v Prudential Assurance Co Ltd [1996] EWCA Civ 933; [1997] 1 EGLR 37; (1997) 74 PandCR 377
12 Nov 1996
CA
Morritt LJ, Sir John Balcombe and Beldam LJ
Contract, Landlord and Tenant
The Court warned against extending the "magic" of the "subject to contract" label into the realm of unilateral licences. The question was whether a landlord had granted licence to the tenant to carry out alterations. The letter relied on as constituting the licence was headed "subject to licence" and the text of the letter gave consent subject to various conditions, including entry into a formal licence. Held: A licence had been granted. The purpose of the suspensory condition "subject to contract" in the context of negotiations is to avoid the other side seeking prematurely to conclude a contract by the acceptance of an offer so as to give rise to unintended legal consequences. In cases requiring a unilateral act the only question is whether that act has occurred. Morritt LJ: “I do not accept that it is legitimate to extend the principle … from the field of bilateral negotiations to that of a unilateral act. … In cases requiring a unilateral act the only question is whether that act occurred. … In truth the heading “subject to licence” added little to the condition expressed in the body of the letter and could not qualify the unambiguous expression of consent it contained. If it be necessary to attribute some meaning to the heading then it might serve to emphasise the degree of formality required so that the express condition for a formal licence should not be satisfied in correspondence or by some less formal method than a licence strictly so-called. But no such document was required by the terms of the leases. …” and “The purpose of the suspensory condition “subject to contract” in the context of negotiations is to avoid the other side seeking prematurely to conclude a contract by the acceptance of an offer so as to give rise to unintended legal consequences. In cases requiring a unilateral act the only question is whether that act has occurred. So in this case the only question is whether the letter of May 18th, 1993 was a consent as required by the lease. That is a question of the construction of the letter in the light of all of the surrounding circumstances. So regarded I have no doubt that the letter does express the consent required by the leases. It will be remembered that such consent may be temporary or revocable or qualified. This letter expresses consent in the clearest terms. The consent was qualified by the stipulation for a formal licence as stated in the body of the letter. For that document it would be necessary to have the drawing numbers referred to in the concluding passage. In truth the heading “Subject to Licence” added little to the condition expressed in the body of the letter and could not qualify the unambiguous expression of consent it contained. If it be necessary to attribute some meaning to the heading then it might serve to emphasise the degree of formality required so that the express condition for a formal licence should not be satisfied in correspondence or by some less formal method than licence strictly so called. But no such document was required by the terms of the leases.”
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Manzanilla Limited v Corton Property and Investments Limited; John MacIver (Southport) Limited; Rootbrights Limited and Halliwell Landau (a Firm) [1996] EWCA Civ 942
13 Nov 1996
CA
Millett LJ
Contract, Legal Professions
Millett LJ set out the principles applicable to a deposit paid on a land transaction being held by a stakeholder: "'Where a stakeholder is involved, there are normally two separate contracts to be considered. There is first the bilateral contract between the two principals which contemplates two possible alternative future events and by which the parties agree to pay a sum of money to a stakeholder to abide the happening of one or other of them . . The second contract is the tripartite contract which results from the deposit of the money with the stakeholder on terms that he is to keep it until one or other of the relevant events happens and then pay it to one or other the parties accordingly. The stakeholder is a party to the second contract but not the first. His rights and obligations are not normally expressly spelled out. They are implicit in the transaction itself, and must be discovered not by implying terms, but by analysing the relationship of the parties which arises from the deposit of the money.
The following propositions emerge from the authorities:
(1) The relationship between the stakeholder and the depositors is contractual, not fiduciary. The money is not trust money; the stakeholder is not a trustee or agent; he is a principal who owes contractual obligations to the depositors: Potters v Loppert [1973] Ch. 399, 406; Hastingwood Ltd v Saunders Bearman [1991] Ch. 114, 123. The underlying relationship is that of debtor and creditor, and is closely analogous to the relationship between a banker and his customer.
(2) Until the specified event occurs, the stakeholder is entitled to retain the interest on the money. This is usually as his reward for holding the money: see Harington v Hoggart (1830), I B&Ad 577. The right may be excluded by special arrangement, and was excluded in the present case.
(3) Until the event happens the stakeholder holds the money to the order of both depositors and is bound to pay it (strictly speaking an equivalent sum) to them or as they may jointly direct: Rockeagle v Alsop Wilkinson [1992] Ch. 47.
(4) Subject to the above, the stakeholder is bound to await the happening of the event and then to pay the money to one or other of the parties according to the event. The money is payable to the party entitled on demand, and if the stakeholder fails to pay in accordance with a proper demand he is liable for interest from the date of the demand: Lee v Munn [1817] EngR 769; (1817) 8 Taunt. 45; Gaby v Driver (1828) 2 Y&J 549.
(5) If the occurrence of the event is disputed, the stakeholder cannot safely pay either party, for if he mistakenly pays the party not entitled the payment will not discharge his liability to the other. In these circumstances he may (i) interplead and pay the money into Court; (ii) retain the money pending the resolution of the dispute; or (iii) take the risk of paying one party. The choice is entirely his.
(6) If he takes the second course, he may notify the parties that he is content to abide the outcome of the dispute. There is then no need to join him in any proceedings which are taken to resolve it. If he is not joined, the Court cannot order the money to be paid to the successful party. All it can do is to declare that the successful party is entitled to give a good receipt for the money: see Smith v Hamilton [1951] Ch. 175.
(7) If the stakeholder is not content to abide the outcome of the proceedings, he may be joined in order to bind him. This was done in the present case, albeit on the application of the stakeholder."
1 Cites

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Inserco Limited v Honeywell Control Systems Limited [1996] EWCA Civ 959
14 Nov 1996
CA

Contract

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1 Citers

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Gardner v Niall Mongan and Steven Alfred Prior [1996] EWCA Civ 1004
20 Nov 1996
CA

Contract

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 Hamilton, Mills and Bloom v Internationale Nederlanden Groep Nv Baring Brothers Limited; CA 21-Nov-1996 - [1996] EWCA Civ 1020
 
Yvonne Auld and Malcolm Henry Egerton v Susan Gowans [1996] EWCA Civ 1024
21 Nov 1996
CA

Contract

[ Bailii ]

 
 Smith New Court Securities Ltd v Scrimgeour Vickers; HL 21-Nov-1996 - Gazette, 13 December 1996; Times, 22 November 1996; [1996] UKHL 3; [1997] AC 254; [1996] 4 All ER 769; [1996] 3 WLR 1051
 
British Gas Trading Ltd v Eastern Electricity and Others Times, 29 November 1996
29 Nov 1996
QBD

Contract
It was not unreasonable to refuse an assignment of a contract where there was a new purpose.
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Rentall Limited Field Properties Limited and D S Willcock Limited Douglas Stewart Willcock Sylvia Christine Willcock Coopers and Lybrand (a Firm) and Christopher Michael Harrison Coopers and Lybrand (a Firm) Parties [1996] EWCA Civ 1103
4 Dec 1996
CA

Torts - Other, Contract

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Mitchem and Edmunds v Magnus Homes South West Limited [1996] EWCA Civ 1111
5 Dec 1996
CA

Contract, Land
The defendant company appealed orders for the dicharge of its class C(iv) charges against the plaintiff's land, which it said represented a contract for the purchase of the land. An option had been given to the appellant, but it had expired.
[ Bailii ]
 
Clark Whitehill Josolyne v David Holmes [1996] EWCA Civ 1129
6 Dec 1996
CA

Contract
Appeal by accountants - claim for payment of fees.
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Healds Foods Ltd v Hyde Dairies Ltd and others [1996] EWCA Civ 1134
6 Dec 1996
CA

Contract

[ Bailii ]
 
Brian Vincent Forest Goodacre v Hugh De Meyer Susan Ankaret De Meyer [1996] EWCA Civ 1148
9 Dec 1996
CA

Contract

[ Bailii ]
 
Daad Sharab v Usama Salfiti Times, 13 February 1997; [1996] EWCA Civ 1189
12 Dec 1996
CA

International, Contract
No amendment was to be allowed to a claim introducing an allegation of a foreign criminal offence. The claim in contract failed for insufficient certainty or on some other ground, but a claim nonetheless succeeded as a quantum meruit.
1 Citers

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Tawfick, Tawfick v Princess Al-Sud [1996] EWCA Civ 1211
13 Dec 1996
CA

Contract
Plea of non est factum - case arguable - leave to appeal given.
[ Bailii ]
 
Melanesian Mission Trust Board v Australian Mutual Provident Society [1996] UKPC 53; [1997] 2 EGLR 128
17 Dec 1996
PC
Lord Hope
Commonwealth, Contract
(New Zealand) Lord Hope said: "The intention of the parties is to be discovered from the words used in the document. Where ordinary words have been used they must be taken to have been used according to the ordinary meaning of these words. If their meaning is clear and unambiguous effect must be given to them because that is what the parties are taken to have agreed by their contract."
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Shropshire County Council (David Walker) v Simon Dudley Limited Times, 03 January 1997; [1996] EWHC Admin 376
17 Dec 1996
Admn
Hooper J
Crime, Consumer, Contract
A customer's description of the goods he required was a trade description for the future supply of those goods by the seller claiming to fulfil that specification. The trading standards officer appealed dismissal of his prosecution of the defendant on four informations alleging an unlawful supply of goods. The defendant had tendered successfully to a specification to supply a fire engine. Modifications of the specification were agreed, but the engine supplied matched neither specification. Held: The supplier could be taken to have accepted a duty to supply the goods as described, and the representation as to his ability to make the supply continued at the time of supply.
Trade Descriptions Act 1968 1(1)(b) 4(3)
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Flood v Shand Construction Limited; Morrison Shand Construction Limited and Morrison Construction Limited Times, 08 January 1997; [1996] EWCA Civ 1241
18 Dec 1996
CA

Construction, Contract
A clause limiting an assignment to sums due and payable did not include the costs of investigation.
1 Citers

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 British Gas Trading Limited v Eastern Electricity Plc and others; CA 18-Dec-1996 - [1996] EWCA Civ 1239
 
Norton and Hamilton v Flight Lieutenant John Geoffrey Plews [1996] EWCA Civ 1253
18 Dec 1996
CA

Contract
Appeal agaiinst order to pay solicitors' fees.
[ Bailii ]
 
Bence Graphics International Limited v Fasson UK Limited (2) [1996] EWCA Civ 1260
19 Dec 1996
CA

Damages, Contract

[ Bailii ]
 
Mitsubishi Heavy Industries Ltd v Gulf Bank Ksc [1996] EWCA Civ 1281
20 Dec 1996
CA

Contract, Banking

[ Bailii ]
 
Senate Electrical Wholesalers Ltd v Alcatel Submarine Networks Ltd (Formerly Stc Submarine Systems Ltd) [1996] EWCA Civ 1286
20 Dec 1996
CA
Lord Justice Stuart-Smith Lord Justice Ward And Lord Justice Hutchison
Contract, Company

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Leonard Scruton v Robin Davison [1996] EWCA Civ 1276
20 Dec 1996
CA

Contract, Litigation Practice
Application for extension of time and leave to appeal out of time against strike out orer.
[ Bailii ]
 
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