Tag: Contract

General Motors UK Ltd v The Manchester Ship Canal Company Ltd: ChD 30 Nov 2016

The claimants had had a long standing licence to discharge water in the defendant’s canal. Having failed to pay the license fee, the licence was revoked. The claimants sought relief from forfeiture.
Held: Granted

Judges:

His Honour Judge Behrens sitting as a Judge of the High Court

Citations:

[2016] EWHC 2960 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

See Also – General Motors UK Ltd v The Manchester Ship Canal Company Ltd ChD 13-Jan-2017
. .
Appeal from – The Manchester Ship Canal Company Ltd v Vauxhall Motors Ltd CA 17-May-2018
. .
At First Instance – The Manchester Ship Canal Company Ltd v Vauxhall Motors Ltd SC 23-Oct-2019
Limits on relief from forfeiture of land
In the context of land, equitable relief is only available for forfeiture of property rights, as opposed to a right to possession under a contract. . .
Lists of cited by and citing cases may be incomplete.

Land, Contract

Updated: 15 September 2022; Ref: scu.571984

Vickers v Jackson: CA 24 May 2011

The claimant sought the discharge of his property from a charge in favour of the respondent. The respondent now appealed against the setting aside of the charge as a sham, saying that it had been entered into by the claimant as a ruse to defeat his creditors, and that he should not be allowed to take advantage of his own unlawful acts.
Held: The appeal failed: ‘Mr Jackson is not entitled to any remedy under the charge because no money is due under it. It is not and never can be security for any debt. Once that is established, Mr Vickers is entitled as owner of the property to have the entries relating to the charge removed from the register. Otherwise, as the judge said, his present creditors would be at least misled and possibly adversely affected by the presence on the register of entries relating to a charge which in reality secures nothing.’

Judges:

Maurice Kay, Carnwath, Lloyd LJJ

Citations:

[2011] EWCA Civ 725, [2011] 34 EG 104

Links:

Bailii

Jurisdiction:

England and Wales

Insolvency, Contract

Updated: 15 September 2022; Ref: scu.441234

Baker v Black Sea and Baltic General Insurance Co Ltd: HL 20 May 1998

The question agreed to be before the court was ‘Where an insurer incurs costs in investigating settling or defending claims by his insured, can the insurer recover a proportion of these costs under a quota share or other form of proportional re-insurance?’ the syndicate argued that it was in the nature of a proportional re-insurance contract that the re-insurer takes a part in the entire risk, and that should include the investigation costs.
Held: A Court may not a import clause into a re-insurance clause to give business efficiency as regards the costs incurred by the insurer, of investigating the underlying claim. Though clauses may be added where they reflect undisputed standard commercial practice, the evidence here did not establish such a concensus.

Judges:

Lord Browne-Wilkinson, Lord Woolf, Lord Lloyd of Berwick, Lord Hoffmann, Lord Hutton

Citations:

Gazette 10-Jun-1998, Times 21-May-1998, [1998] UKHL 18, [1998] 2 All ER 833, [1996] LRLR 353

Links:

House of Lords, Bailii

Jurisdiction:

England and Wales

Citing:

Cited – Liverpool City Council v Irwin HL 31-Mar-1976
The House found it to be an implied term of a tenancy agreement that the lessor was to be responsible for repairing and lighting the common parts of the building of which the premises formed part. In analysing the different types of contract case in . .
Cited – Scottish Metropolitan Assurance Co Ltd v Groom CA 1924
Reinsurance – claim by owner on original policy – failure by reason of scuttling – judgments against owner for costs – impossibility of recovery – claim on reinsurance policy – sue and labour clause
A ship was reinsured under a marine policy . .
Cited – Insurance Co of Africa v SCOR (UK) Reinsurance Co Ltd CA 1985
An underlying insurance policy covered a warehouse in Liberia against fire, including $500,000 for buildings and $3 million for contents. The warehouse became a total loss. The owners of the warehouse brought proceedings in the Liberian courts. The . .
At first instance – Colin Baker v Black Sea and Baltic General Insurance Co Ltd 1995
Insurance and the reinsurance policies were back to back.
Held: Potter J. said ‘the reinsurer is not liable if the claim settled does not fall within the risks covered by the policy of reinsurance as a matter of law’.
Potter J. accepted . .
At CA – Colin Baker v Black Sea and Baltic General Insurance Co Ltd CA 1996
Otton LJ explained the standard commercial rate of interest: ‘The practice whereby interest is normally awarded at 1 per cent over base rate amounts to a presumption which can be displaced if its application would be substantially unfair to either . .

Cited by:

Cited – Tryg Baltic International (UK) Ltd v Boston Compania De Seguros Sa and others ComC 28-May-2004
Four defendants from Argentina sought to have set aside an order for them to be served, saying the appropriate jursidiction, if there was a triable issue, would be Argentina.
Held: The agreements were to be construed according to English Law. . .
Lists of cited by and citing cases may be incomplete.

Insurance, Contract

Updated: 15 September 2022; Ref: scu.78096

The Nottinghamshire and City of Nottingham Fire Authority v Gladman Commercial Properties: ChD 20 Apr 2011

The claimants sought directions in the course of a claima for specific performance of contract for the sale of former fire service premises.

Judges:

Peter Smith J

Citations:

[2011] EWHC 1918 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Contract, Land

Updated: 13 September 2022; Ref: scu.434884

Moody and Another v Condor Insurance Ltd and Another: ChD 3 Feb 2006

The claimants sought to enforce a deed of guarantee. The defendants argued that the claimant had no entitlement to enforce the deed, not being parties to it, and that they would be able to set aside the deed as against the company whose debts they guaranteed.
Held: ‘although not all deeds can confer rights on a non-party so that the rights are enforceable by the non-party against the party who executes the deed, some deeds can do that. Such deeds are commonly described by the old expression ‘deeds poll’. ‘ and ‘it is common (indeed usual) for guarantees of indebtedness under loan stocks and similar debt instruments to be provided for in deeds executed solely by the guarantor, without the investors in whose favour the guarantees are given having to be signing parties to them.’ It was not necessary to rely upon the 1999 Act. ‘it is quite wrong, and inconsistent with the inherent nature of a guarantee, that the guarantor should be freed from liability to the third party creditor if the guarantor can, after the event, establish that he was deceived by the debtor ‘
‘It is necessary to examine what the parties who execute a document, saying that they are executing it ‘as a deed’ (the modern equivalent of affixing a wax seal), set out to do by it. Does one or more of them in fact make promises to the other or others (as one would expect of a deed inter partes), or do they rather seek to use the document as a means for each of them to make unilateral promises to a person who is not a party to it (or to persons who are not parties to it)? When the conventional word ‘between’ appears, is it an appropriate word given the content of what appears in the document that follows? ‘

Judges:

Park J

Citations:

[2006] EWHC 100 (Ch), Times 27-Feb-2006, [2006] 1 WLR 1847

Links:

Bailii

Statutes:

Contracts (Rights of Third Parties) Act 1999 3(2)

Jurisdiction:

England and Wales

Citing:

Cited – Arnold v National Westminster Bank Plc HL 1991
Tenants invited the court to construe the terms of a rent review provision in the sub-underlease under which they held premises. The provision had been construed in a sense adverse to them in earlier proceedings before Walton J, but they had been . .
Cited – Chelsea and Walham Green Building Society v Armstrong 1951
Mrs Brooks and Mr Armstrong entered into a deed transferring property from her to him, with provisions about a mortgage in favour of the building society to which the property was subject. The building society was not a party to the deed. Mr Brooks . .
Cited – in re A and K Holdings Pty Ltd 1964
(Supreme Court of Victoria) A company (‘Castley Brothers’) in a group was in financial difficulties, and ten other companies in the group, one of which was A and K Holdings, executed a deed of guarantee which was expressed to be in favour of . .

Cited by:

Cited – Global Distressed Alpha Fund 1 Ltd Partnership v Pt Bakrie Investindo ComC 17-Feb-2011
Action on an instrument of guarantee.
Held: judgment for the Claimant in respect of the principal sum of US$2m. and such interest payments as were due. . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 11 September 2022; Ref: scu.238542

Ing Bank Nv v Ros Roca Sa: CA 31 Mar 2011

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:

Bailii

Jurisdiction:

England and Wales

Contract, Estoppel

Updated: 08 September 2022; Ref: scu.431608

Department for Environment, Food and Rural Affairs v Feakins and Another: ChD 26 Nov 2004

The farmer complained that the department had, during the foot and mouth outbreak destroyed animals which did not belong to the owner of the land. The department said that the farmer had disposed of his land at an undervalue to defeat his creditors.
Held: The department did not have power under the Act to bury slaughtered animals on land which was not occupied by their owner, and the counterclaim succeeded. However the defendant had displayed a readiness to dissemble in order to get his bank which had taken possession of the farm to resell it to the lady who was soon to be his wife without disclosing his relationship. The legislation was operative against someone who took part in a transaction at an undervalue. Mr Feakins knew that she would immediately resell the land for twice the amount once purchased when he, by arrangement, had already agreed to surrender his agricultural tenancy. Accordingly the transaction could be set aside.

Judges:

Hart J

Citations:

Times 29-Dec-2004

Statutes:

Insolvency Act 1985 423, Animal Health Act 1981 34

Jurisdiction:

England and Wales

Citing:

See Also – Regina on the Application of Feakins v Secretary of State for Environment, Food and Rural Affairs CA 4-Nov-2003
The applicant farmer had substantial volumes of potentially contaminated carcasses on his land. The respondent derogated from the European regulations which would have arranged for the disposal of the carcasses. The respondent challenged the . .
Cited – Re Brabon 2001
The debtor had contracted to sell his land to a third party developer, Silver. Between contract and completion, the debtor was made bankrupt. His wife, who already held legal charges over part of the land, took a transfer of a charge over the . .
See Also – Department for Environment Food and Rural Affairs v Feakins and Another ChD 26-Nov-2004
. .

Cited by:

See Also – Regina on the Application of Feakins v Secretary of State for Environment, Food and Rural Affairs CA 4-Nov-2003
The applicant farmer had substantial volumes of potentially contaminated carcasses on his land. The respondent derogated from the European regulations which would have arranged for the disposal of the carcasses. The respondent challenged the . .
Appeal from – Feakins and Another v Department for Environment Food and Rural Affairs (Civ 1513) CA 9-Dec-2005
The department complained that the defendants had entered into a transaction with their farm at an undervalue so as to defeat its claim for recovery of sums due. The transaction used the grant of a tenancy by the first chargee.
Held: The . .
Lists of cited by and citing cases may be incomplete.

Contract, Torts – Other, Agriculture

Updated: 07 September 2022; Ref: scu.220647

Sandhu (T/A Isher Fashions UK) v Jet Star Retail Ltd and Others: CA 19 Apr 2011

The claimant had supplied clothing to the defendant under a contract containing a retention of title clause. The defendant fell into financial difficulties and administration. The claimant now sought damages for conversion of its goods by the defendant and the administrators. The claimant appealed against an order which found that the defendants had had authority to sell the goods.
Held: The appeal failed. Moore-Bick LJ said: ‘Having regard to the commercial considerations mentioned earlier and to the language of clause 7, I am unable to accept that Jet Star’s authority to sell and dispose of goods subject to the retention of title clause was limited to disposals in what, in the context of a floating charge, could be described as the ordinary course of business. ‘

Judges:

Maurice Kay LJ, Smith LJ, Moore-Bick LJ

Citations:

[2011] EWCA Civ 459

Links:

Bailii

Jurisdiction:

England and Wales

Citing:

Cited – Driver v Broad 1893
An agreement to create a floating charge counted as an interest in land. Kay LJ said that there was no distinction between a debenture which expressly gives the company liberty to dispose of the charged property ‘in the ordinary course of its . .
Cited – In Re Bond Worth Ltd 1980
The parties disputed the property in goods which had been sold and then gone through successive manufacturing processes. The contract included a retention of title clause. Fibres were converted into manufactured carpets and thus lost their identity . .
Cited – Ashborder Bv and others v Green Gas Power Ltd and others ChD 29-Jun-2004
. .
Cited – Four Point Garage v Carter 1985
A simple retention of title clause was argued to have the effect of preserving title, despite the sale to an ultimate customer. The plaintiff had sold a car to a garage who in turn, it thought was leasing it to the defendant. The defendant was in . .
Lists of cited by and citing cases may be incomplete.

Contract, Torts – Other, Insolvency

Updated: 06 September 2022; Ref: scu.432839

Countryliner Ltd v Surrey County Council: CA 8 Mar 2011

The claimant company said that the Council had failed to meet its duties under the Regulations when awarding contracts for public transport services.

Judges:

Longmore, Eterton LJJ, Sir Richard Buxton

Citations:

[2011] EWCA Civ 373

Links:

Bailii

Statutes:

Public Contract Regulations 2006

Jurisdiction:

England and Wales

Contract, Local Government

Updated: 06 September 2022; Ref: scu.431893

Interlink Express Parcels Ltd v Night Trunkers Ltd and Another: ChD 23 Mar 2000

The claimant contracted to deliver parcels overnight. By a contract the defendant supplied drivers to carry out some of the work. The claimant sought a declaration that the contract was void. By virtue of the arrangement the defendant came to be operating the vehicles, and so needed a licence for carrying goods by road for hire or reward. The defendant had no such licence. It was held that the agreement was void. The first defendant remained the employer. He decided the routes, paid holiday pay and arranged stand ins.

Citations:

Gazette 23-Mar-2000

Statutes:

Goods Vehicles (Licensing of Operators) Act 1995

Jurisdiction:

England and Wales

Contract, Road Traffic

Updated: 06 September 2022; Ref: scu.82397

Lehman Brothers Special Financing Inc v Carlton Communications Ltd: ChD 28 Mar 2011

Claims under interest rate swap agreements.
Held: The condition precedent in section 2(a)(iii) of the ISDA Master Agreement was valid – ‘to relieve the non-defaulting party from payment obligations for as long as the defaulting party is, by reason of the bankruptcy, incapacitated from providing the promised hedge’, whenever during the life of the transaction such incapacity arose.

Judges:

Briggs J

Citations:

[2011] EWHC 718 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Cited – Belmont Park Investments Pty Ltd v BNY Corporate Trustee Services Ltd and Another SC 27-Jul-2011
Complex financial instruments insured the indebtedness of Lehman Brothers. On that company’s insolvency a claim was made. It was said that provisions in the documents offended the rule against the anti-deprivation rule. The courts below had upheld . .
Lists of cited by and citing cases may be incomplete.

Contract, Financial Services

Updated: 04 September 2022; Ref: scu.431282

London Borough of Southwark v IBM UK Ltd: TCC 17 Mar 2011

Southwark said that software it had purchased from the defendant had not worked as promised and sought damages.
Held: The claim failed.

Citations:

[2011] EWHC 549 (TCC)

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Main judgment – London Borough of Southwark v IBM UK Ltd TCC 21-Mar-2011
. .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 04 September 2022; Ref: scu.430691

Empresa Exportadora de Azucar v Industria Azucarera Nacional S.A, The Playa Larga: CA 1983

There had been a theft by Cuban sellers of one cargo of sugar, property in which had already passed to the buyers, and non-delivery of a second combined with trickery whereby the intended buyers were nonetheless induced to pay its price. The first cargo was on a vessel which was discharging at its Chilean discharge port, when the vessel was withdrawn by the sellers. The second cargo was on the high seas en route to Chile when withdrawn.
Held: The effect of disregarding a provision of foreign law as manifestly contrary to public policy may be to render enforceable in England a contract which is not enforceable by its proper law. The court considered the measure of damages in relation to the non-delivery of goods sold by the defendants to the plaintiffs. The plaintiffs claimed that the damages recoverable should be related to the highest price prevailing at any time between the date of the breach and the date of the arbitration award. This contention was rejected.
Ackner LJ said: ‘Mr. Rix, in his cross-appeal, argued that the damages recoverable by Iansa in contract should be related to the highest price prevailing at any time between the date of the breach and date of the award. Mr. Justice Mustill rejected this submission and has set out his reasons most fully, which we are happy to adopt. We would, however, venture to suggest that the matter can be put more simply. Iansa, as complainants, must establish what damage they have suffered. Mr. Rix had to accept: (a) That after the date when Iansa could have bought in to cover their loss there was no evidence at all that the fluctuations in the sugar market made the slightest financial difference to them. There was no evidence that they could have sold at the highest price. On the contrary, the reasonable inference was that the goods would have been resold for domestic or other consumption in Chile, (b) Although theoretically Cubazucar was capable of selling the sugar at the highest price, there is no evidence that it did so.
Accordingly, to the plaintiffs’ contention that Cubazucar should not profit from its own wrong comes the simple reply: they have not shown that Cubazucar have done so. We cannot, therefore, see any basis upon which Iansa can seek to achieve a windfall in the form of an extra $1,200 per tonne over and above the price which was prevailing when they should have bought in the market.’
The Court rejected any defence of foreign act of state, primarily because there was no such plea and no proof that the acts were acts of the Chilean government, but secondarily also because, if they were, there ‘seems no compelling reason for judicial restraint or abstention’ in a case ‘where it is clear that the acts relied on were carried out outside the sovereign’s own territory’.

Judges:

Ackner LJ, Stephenson LJ, Sir Segab Shaw

Citations:

[1983] 2 Lloyds Rep 171

Jurisdiction:

England and Wales

Citing:

Appeal from – Playa Larga (Owners of Cargo Lately Laden on Board) v I Congreso del Partido (Owners) QBD 1978
The trading or commercial activities of states are not protected by state immunity. The basic principle of international law is that all states are equal, the rule is ‘par in parem non habet imperium’. . .

Cited by:

Cited – Fiona Trust and Holding Corporation and others v Privalov and others CA 24-Jan-2007
The court was asked whether when contracts have been induced by bribery and have been rescinded on discovery of the bribery, that constitutes a dispute which can be determined by arbitration in the context of a common form of arbitration clause.
Followed – Aggeliki Charis Compania Maritima SA v Pagnan SpA The Angelic Grace QBD 1994
The court considered whether a claim for a collision between two ships was governed by an arbitration clause which read ‘all disputes from time to time arising out of this contract shall . . be referred to the arbitrament of two arbitrators carrying . .
Followed – The Ermoupolis 1990
A claim for the tort of conversion fell within the phrase ‘any dispute arising in any way whatsoever out of this bill of lading’. . .
Cited – Aspect Contracts (Asbetos) Ltd v Higgins Construction Plc SC 17-Jun-2015
Aspect had claimed the return of funds paid by it to the appellant Higgins under an adjudication award in a construction contract disute. The claimant had been asked to prpare asbestos surveys and reports on maisonettes which Higgins was to acquire . .
Cited – Belhaj and Another v Straw and Others SC 17-Jan-2017
The claimant alleged complicity by the defendant, (now former) Foreign Secretary, in his mistreatment by the US while held in Libya. He also alleged involvement in his unlawful abduction and removal to Libya, from which had had fled for political . .
Appeal from – Playa Larga (Owners of Cargo Lately Laden on Board) v I Congresso del Partido (Owners) HL 1983
The concept of absolute immunity for a Sovereign adopts a theory of restrictive immunity in so far as it concerns the activities of a State engaging in trade: (Lord Wilberforce) ‘It was argued by the [appellants] that even if the Republic of Cuba . .
Lists of cited by and citing cases may be incomplete.

Transport, Jurisdiction, Contract, Damages

Updated: 04 September 2022; Ref: scu.248210

Essentially Different Ltd v Bank of Scotland Plc: ComC 10 Mar 2011

The claimant sought damages from its bankers saying that having agreed a loan, it had sought to add new conditions before paying the second tranche. The defendant said that there had been misrepresentations.

Judges:

Burton J

Citations:

[2011] EWHC 475 (Comm)

Links:

Bailii

Jurisdiction:

England and Wales

Banking, Contract

Updated: 03 September 2022; Ref: scu.430499

Tai Hing Cotton Mill Limited v Kamsing Knitting Factory (A Firm): PC 27 Jul 1977

(Hong Kong) The buyer brought an action for damages for breach of a contract for the sale of goods. The measure of damages was the difference between the contract price and the market value of the goods at the relevant date. The evidence called at trial was all directed to the market value of the goods at 31 July 1973. However, it was held that the correct date for the comparison was December 1973, about which there was no specific evidence. The sellers argued that in those circumstances the buyers were entitled to no more than nominal damages.
Held: The Board rejecte dthat argument.
Lord Keith said: ‘It is apparent on any view that the buyers suffered substantial loss, though the material to enable it to be precisely quantified is lacking.
Other possible courses canvassed in the course of the argument were (a) to order a retrial of the case on the matter of damages, (b) to restore the figure of damages fixed by Briggs C.J., and (c) to fix a new figure on the basis that the market price of yarn declined steadily and constantly between September 1973 and January 1975, and that therefore the point which the decline had reached at the end of December 1973 is capable of ascertainment. Their Lordships are not disposed to order a new trial. Amendment of the pleadings would be required and the delay, trouble and expense which would be involved in further proceedings do not appear to their Lordships to be consonant with the due administration of justice. The problem about the figure of damages fixed by Briggs C.J. is that it was plainly arrived at upon a wrong basis, and that is now common ground between the parties. In the result, their Lordships have come to the conclusion that the ends of justice would best be served if they were to fix a new figure of damages as best they can upon the available evidence, such as it is.’

Judges:

Lord Keith

Citations:

[1977] UKPC 14, [1978] 1 All ER 515, [1978] 2 WLR 62, [1979] AC 91

Links:

Bailii

Jurisdiction:

Commonwealth

Cited by:

Cited – Bunge Sa v Nidera Bv SC 1-Jul-2015
The court considered the effect of the default clause in a standard form of contract which is widely used in the grain trade. On 10 June 2010 the respondents, Nidera BV, whom I shall call ‘the buyers’, entered into a contract with the appellants, . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 02 September 2022; Ref: scu.429894

Irwin v Wilson and Others: ChD 23 Feb 2011

The claimant sought a declaration that his contract for the sale of leasehold property to the defendants had been lawfully terminated by a letter from his solicitors. The defendants had moved in before completion, but the claimant found himself unable to comply with a requirement of the contract and purported to rescind and required the defendants to vacate. The defendants waived compliance and sought completion. The buyers now appealed against a finding that the clause had not solely been for their benefit, and that they could not therefore waive its compliance.
Held: The contract had been validly terminated, and the appeal failed: ‘The fact that a contract . . provides . . that completion is to take place a stated number of days after the vendor has shown that he has a particular title to the land in question does not mean that the purchaser cannot waive the vendor’s obligation to show that title merely because to do so ‘will leave the date for completion in the air’ if by that is meant either that the stipulation in question cannot be waived or, if it were otherwise to be waived, the contract will cease to be enforceable.’

Judges:

Sir William Blackburne

Citations:

[2011] EWHC 326 (Ch), [2011] 23 EG 88

Links:

Bailii

Jurisdiction:

England and Wales

Citing:

Cited – Hawksley v Outram CA 1892
The parties had concluded a contract for the sale of land and a business. The court considered a purported waiver of a non-compete clause, saying: ‘if there is any doubt whether [the provisions of the contract in issue] are binding upon the vendors, . .
Cited – Heron Garage Properties Ltd v Moss 1974
A contract for the sale of land was conditional on obtaining planning permission. It was not granted. The purchaser sought to enforce the contract.
Held: He failed. Brightman J said: ‘Without seeking to define the precise limits within which a . .
Cited – Joyce Chaitlal and Ganga Persad Chaitlal (in substitution for Kanhai Mahase, deceased) Dhanierami Jaglal and Maharani Jaglal v Chanderlal Ramlal PC 5-Feb-2003
PC (Trinidad and Tobago) The purchaser sought specific performance of an open contract for the sale of land.
Held: If and in so far as a contract for the sale of land does not specify a time for completion, . .
Cited – Hawker v Vickers 1991
(New Zealand Court of Appeal) The court considered the ability of a party to waive compliance with a condition, saying: ‘there is nothing inconsistent in providing expressly or by necessary implication for unilateral waiver of a condition up to a . .
Cited – Globe Holdings Ltd v Floratos 1998
(New Zealand Court of Appeal) A block of apartments was sold with possession to be given on ‘the first Friday three months after confirmation’. Special conditions required a sub-divisional consent to be obtained within 60 days of acceptance, and . .
Cited – Spiro v Glencrown Properties Ltd and Another ChD 1991
The court considered the nature of an option to buy land. Hoffman J said: ‘The granting of the option imposes no obligation upon the purchaser and an obligation upon the vendor which is contingent upon the exercise of the option. When the option is . .
Cited – Sudbrook Trading Estate Ltd v Eggleton HL 1982
The grantors of an option, which contained a machinery for fixing the price, had refused to appoint a valuer and that made it impossible for the contractual machinery for the valuation of the option price to work. The House of Lords held that the . .
Cited – Yewbelle Ltd v London Green Developments Ltd, Knightsbridge Green Limited ChD 8-Dec-2006
The court considered what were the obligations undertaken by a party contracting to use reasonable endeavours.
Held: The question is one of substance, not form, to be determined objectively. Lewison J said: ‘the essence of the obligation . .
Cited – Akzo Nobel UK Ltd v Arista Tubes Ltd CA 29-Jan-2010
The claimant appealed against rejection of its claim for specific performance of agreements by the defendant to take underleases of factory space. The landlord’s consent was needed, both to the grant of the underleases to Arista and also to an . .
Cited – Yewbelle Ltd v London Green Developments Ltd and Another CA 23-May-2007
The parties had entered into a contract for the development of land. Two circumstances operated to make it difficult or impossible, and the court was asked whether the contract was frustrated. The vendor was obliged to use all reasonable endeavours . .
Lists of cited by and citing cases may be incomplete.

Contract, Land

Updated: 02 September 2022; Ref: scu.429734

Nicholas Prestige Homes v Neal: CA 1 Dec 2010

The estate agent had sought their commission on the sale of property, but phrased it now as a claim for damages for the property owners having breached their sole agency contract by appointing other agents who had been the effective cause of the sale.

Judges:

Ward, Patten, Black LJJ

Citations:

[2010] EWCA Civ 1552

Links:

Bailii

Jurisdiction:

England and Wales

Citing:

Cited – Foxtons Ltd v Pelkey Bicknell and Another CA 23-Apr-2008
The defendant appealed against a finding that she was liable to pay her estate agent, appointed as sole agent, on the sale of her property. The eventual purchasers had visited but rejected the property. The agency was later terminated, and the . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 01 September 2022; Ref: scu.428239

Crema v Cenkos Securities Plc: CA 20 Jan 2011

(Supplementary judgment)

Citations:

[2010] EWCA Civ 10

Links:

Bailii

Jurisdiction:

England and Wales

Citing:

Appeal from – Crema v Cenkos Securities Plc ComC 16-Mar-2010
. .
See Also – Crema v Cenkos Securities Plc CA 16-Dec-2010
C sought payment of broker fees after assisting in raising funds for a venture capital company. The parties disputed the terms as to when payment was to be made.
Held: The appeal was allowed. The evidence did not allow the inference of the . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 31 August 2022; Ref: scu.428064

Oceaneering International Ag and Another: SCS 1 Dec 2010

The petitioners seek payment from the respondents of more than $2 million said to be overdue on invoices relative to an Agreement between the parties dated 1 April 2009 and a related Assignation dated 9 August 2010. That Agreement concerned the provision by the petitioners, to the order of the respondents, of remotely operated vehicle equipment, systems, services and personnel, and it is not in dispute that the vessel ‘Sarah’ was the location at which the contract came to be performed.

Citations:

[2010] Scot CSOH – 161

Links:

Bailii

Jurisdiction:

Scotland

Contract

Updated: 31 August 2022; Ref: scu.427432

MGN Ltd and Others v Grisbrook: CA 9 Dec 2010

Judges:

Sir Andrew Morritt Ch, Leveson, Etherton LLJ

Citations:

[2010] EWCA Civ 1399

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Cited – Crema v Cenkos Securities Plc CA 16-Dec-2010
C sought payment of broker fees after assisting in raising funds for a venture capital company. The parties disputed the terms as to when payment was to be made.
Held: The appeal was allowed. The evidence did not allow the inference of the . .
Lists of cited by and citing cases may be incomplete.

Contract, Intellectual Property

Updated: 28 August 2022; Ref: scu.427001

Crowson v HSBC Insurance Brokers Ltd: ChD 23 Nov 2010

The court was asked whether a person who is not in a contractual relationship with an insurance broker nonetheless has rights of action in tort and/or contract where the insurance to be arranged is also for his benefit.

Judges:

Bragge M

Citations:

[2010] EWHC B26 (Ch), [2010] Lloyd’s Rep IR 441

Links:

Bailii

Jurisdiction:

England and Wales

Insurance, Agency, Contract

Updated: 27 August 2022; Ref: scu.426469

Attwood v Small and Others: HL 1 Mar 1838

The plaintiffs had bought land including iron mines from the defendants. They sought and were given explicit re-assurances about the mine’s capacity, but these proved false after the plaintiffs had begun to work the mine themselves.
Held: (Lords Lyndhurst and Wynford dissenting) The contract could not be rescinded. There was no sufficient evidence of fraud, and because the plaintiffs had tested the re-assurances given and then relied upon that testing.

Citations:

[1838] UKHL J14, 7 ER 684, [1838] UKHL J60

Links:

Bailii, Bailii

Jurisdiction:

England and Wales

Citing:

See Also – Attwood v Small And Others 8-Nov-1827
. .
See Also – Attwood v Small And Others 9-Aug-1827
An agreement, contained by itself less than 1080 words, but there was in it a stipulation that a clause in a previous agreement, which was duly stamped, should be taken as part of the new agreement.
Held: That although with the clause referred . .
See Also – Attwood v Small 12-Dec-1827
Where a great number of exceptions were taken to an answer, and shortly before the argument the defendant submitted to answer them, in consequence of which, it was urged, that the answer was clearly evasive, and that the ordinary costs were greatly . .
See Also – Small And Others v Attwood And Others 3-May-1828
Amendment of pleadings . .
Cited – Small And Others v Attwood And Others 1-Nov-1832
Where a contract is entered into for the purchase of an estate by certain persons in their own names, but in fact on their own account, and also as agents for other parties, a bill to rescind the contract may be filed in the names of the agents and . .

Cited by:

At HL – Attwood v Small etc 22-Mar-1838
. .
See Also – Attwood v Small 1840
. .
Lists of cited by and citing cases may be incomplete.

Company, Torts – Other, Contract

Updated: 27 August 2022; Ref: scu.426444

SK Slavia Praha-Fotbal As v Debt Collect London Ltd and Another: CA 4 Nov 2010

SSPF disputed the court’s jurisdiction to hear the claimant’s case for a debt said to be due, appealing against a finding that the court in Prague was not first seised of the dispute.

Judges:

Mummery, Lloyd, Stanley Burnton LJJ

Citations:

[2010] EWCA Civ 1250, [2011] Bus LR 412, [2011] CP Rep 10, [2011] 1 All ER (Comm) 699, [2010] 2 CLC 852, [2011] 1 WLR 866

Links:

Bailii

Statutes:

ouncil Regulation (EC) No 44/2001 of 22 December 2000 on Jurisdiction and the Recognition of Judgments in Civil and Commercial matters in the European Union

Jurisdiction:

England and Wales

Jurisdiction, Contract

Updated: 26 August 2022; Ref: scu.425803

Clarke and Others v Get Training Ltd: CA 29 Oct 2010

Several claimants appealed against judgments awarding sums to the respondent training provider as due under contracts with them. They were to receive training as Domestic Energy Assessors. The sums had been under loan arrangements, which the respondent admitted had been altered by them before submission to the loan company.
Held: The appellants had paid the full sums to the company, and then a loan arrangement had been made. The company had therefore been paid in full, and the appeals succeeded.

Judges:

Mummery, Aikens, Gross LJJ

Citations:

[2010] EWCA Civ 1213

Links:

Bailii

Jurisdiction:

England and Wales

Contract

Updated: 25 August 2022; Ref: scu.425611

HHY Luxembourg Sarl and Another v Barclays Bank Plc and Others: ChD 23 Sep 2010

Judges:

Proudman J

Citations:

[2010] EWHC 2406 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Cited – HHY Luxembourg Sarl and Another v Barclays Bank Plc and Others CA 22-Oct-2010
Longmore LJ said: ‘when alternative constructions are available one has to consider which is the more commercially sensible . . The judge said that it did not flout common sense to say that the clause provided for a very limited level of release, . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 25 August 2022; Ref: scu.425255

Soufflet Negoce Sa v Bunge Sa: CA 13 Oct 2010

The court asked: ‘If, in a typical Free On Board (‘FOB’) contract, the buyer presents a vessel at the loading port which is not ready to take the cargo because the holds need to be cleaned, is the seller obliged to begin loading? ‘

Judges:

Longmore, Wilson, Toulson LJJ

Citations:

[2010] EWCA Civ 1102

Links:

Bailii

Jurisdiction:

England and Wales

Transport, Contract

Updated: 25 August 2022; Ref: scu.425193

Louis Castrique v Guiseppe Buttigieg: PC 27 Nov 1855

The liability of an indorser to his immediate indorsee arises out of a contract between them, and this contract in no instance consists exclusively in the writing popularly called an indorsement, vhich is necessary to the existence of the contract in question but arises out of the written indorsement itself ;

Citations:

[1855] UKPC 26

Links:

Bailii

Jurisdiction:

England and Wales

Banking, Contract

Updated: 24 August 2022; Ref: scu.424613

Jayawickreme and Another v Amarasuriya Since Deceased: PC 4 Jun 1918

(Ceylon)

Citations:

[1918] UKPC 51, [1918] AC 869

Links:

Bailii

Jurisdiction:

Commonwealth

Citing:

Cited – Eastwood v Kenyon 1840
eastwood_kenyon1840
Defendant may shew, under non assumpsit, that the promise was within stat. 29 Car. 2, c. 3, 8, 4, and was not in writing. Section 4 of that statute, as to promises to pay the debt of another, contemplates only promises made to the person to whom . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 24 August 2022; Ref: scu.423424

Royal Bank of Scotland Plc v Carlyle: SCS 6 Aug 2010

(Outer House)

Judges:

Lord Glennie

Citations:

[2010] ScotCS CSOH – 108

Links:

Bailii

Jurisdiction:

Scotland

Citing:

See Also – Royal Bank of Scotland Plc v Carlyle SCS 13-Jan-2010
The bank sought repayment of a loan to the defender, who replied saying that the Bank had promised additional funding without which he suffered losses. . .

Cited by:

See Also – Royal Bank of Scotland Plc v Carlyle SCS 12-Sep-2013
. .
At Outer House – Carlyle (Scotland) v Royal Bank of Scotland Plc SC 11-Mar-2015
Assessing Whether 1st Judge was Plainly Wrong
The Court was asked whether, on an objective assessment of a what a developer and the bank had said to each other, the bank intended to enter into a legally binding promise to advance sums in the future to fund not only the developers purchase of . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 22 August 2022; Ref: scu.421498

Woolf v Collis Removal Service: CA 1947

Claims in tort with a nexus to the contract can be within phrases such as ‘in connection with’ in the context of arbitration clauses

Judges:

Ackner LJ

Citations:

[1948] 1 KB 11, [1947] 2 All ER 260

Jurisdiction:

England and Wales

Cited by:

Cited – Aspect Contracts (Asbetos) Ltd v Higgins Construction Plc SC 17-Jun-2015
Aspect had claimed the return of funds paid by it to the appellant Higgins under an adjudication award in a construction contract disute. The claimant had been asked to prpare asbestos surveys and reports on maisonettes which Higgins was to acquire . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 21 August 2022; Ref: scu.567849

Stena Line Ltd v Merchant Navy Ratings Pension Fund Trustees Ltd and Another: ChD 27 Jul 2010

Judges:

Briggs J

Citations:

[2010] EWHC 1805 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

At ChD (Approved) – Stena Line Ltd v Merchant Navy Ratings Pension Fund Trustees Ltd and Another CA 12-May-2011
The court heard a proposed arrangement for the remedying of a deficit in the pension scheme. . .
Mentioned – Marks and Spencer Plc v BNP Paribas Securities Services Trust Company (Jersey) Ltd and Another SC 2-Dec-2015
The Court considered whether, on exercising a break clause in a lease, the tenant was entitled to recover rent paid in advance.
Held: The appeal failed. The Court of Appeal had imposed what was established law. The test for whether a clause . .
Lists of cited by and citing cases may be incomplete.

Financial Services, Contract

Updated: 21 August 2022; Ref: scu.421086

Greaves and Co (Contractors) Ltd v Baynham Meikle and Partners: CA 1975

Consultant engineers were instructed to design a warehouse, the first floor of which, as they knew, was to be used for storing drums of oil that would be moved around by fork-lift trucks. The warehouse was built to the engineers’ design but after a few months’ use the first floor began to crack because it was not strong enough to bear the loads imposed on it. The main contractor, by whom the engineers had been employed, made a claim against them alleging that they had impliedly warranted that their design would produce a building fit for its intended use.
Held: Despite recognising that a professional man does not normally undertake an unqualified obligation to produce the desired result, the exchanges between the parties were such as to give rise to an implied term that the warehouse as designed would be fit for the purpose for which it was required. Those who provide professional services do not generally give an unqualified undertaking to produce the desired result.
Lord Denning MR said: ‘Apply this to the employment of a professional man. The law does not usually imply a warranty that he will achieve the desired result, but only a term that he will use reasonable care and skill. The surgeon does not warrant that he will cure the patient. Nor does the solicitor warrant that he will win the case.’

Judges:

Lord Denning MR

Citations:

[1975] 3 All ER 99, [1975] 1 WLR 1095, [1975] 2 Lloyds Rep 325

Jurisdiction:

England and Wales

Citing:

Cited – Samuels v Davis 1943
When a dentist agrees to make a set of false teeth for a patient, there is an implied warranty that they will fit his gums. . .

Cited by:

Cited – Platform Funding Ltd v Bank of Scotland Plc (Formerly Halifax Plc) CA 31-Jul-2008
The parties disputed the extent of duty owed by a surveyor to a lender relying on his valuation of a property to be loaned.
Held: The valuer’s appeal failed. The valuer had valued the wrong property, after being misled by the borrower. The . .
Cited – Thake v Maurice CA 1986
A vasectomy was performed. The husband was told that contraception precautions were not necessary but a child was born. The claim was brought in contract and in tort. The first instance court found no reason why public policy prevented the recovery . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 21 August 2022; Ref: scu.279928

Shaw v James Scott Builders and Company and Another: SCS 26 May 2010

Citations:

[2010] ScotCS CSOH – 68

Links:

Bailii

Jurisdiction:

Scotland

Citing:

Cited – Rust v Abbey Life Assurance Co ltd CA 1979
Delay in objection indicated assent to contract
The court was asked whether a binding contract had been concluded between an applicant for an investment in property bonds and the insurance company offering such bonds when, in response to an application form submitted by the applicant, accompanied . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 18 August 2022; Ref: scu.416152

Vaseeharan and Another v Uthayaranjan: ChD 21 May 2010

Each party sought summary judgment in the case

Judges:

Roth J

Citations:

[2010] EWHC 1083 (Ch)

Links:

Bailii

Statutes:

Civil Procedure Rules 24

Jurisdiction:

England and Wales

Cited by:

Cited – Lewis v Client Connection Ltd ChD 6-Jul-2011
The claimant alleged infringement of his registered trade marks ‘Money Saving Expert’ and associated terms. The defendant operated a service trading as ‘Money Claiming Expert’. Both services included advising those who might wish to claim refunds . .
Lists of cited by and citing cases may be incomplete.

Contract, Civil Procedure Rules

Updated: 18 August 2022; Ref: scu.415980

London and Medway Ltd v Sunley Holdings Plc: ChD 24 May 2013

‘trial of a preliminary issue in an action by the claimant, London and Medway Ltd (‘LandM’), a property development consultant, against the defendant, Sunley Holdings plc (‘Sunley’) a property developer, whereby LandM claims a share of the profits in certain developments undertaken by Sunley. The most significant claim in the action is one for a 20% share of the profits generated as a result of introducing to Sunley a property which has become a successful block of student housing at 168-190 Fulham Palace Road, London. The paper profits from that development are said by LandM now to exceed andpound;8 million and it claims a 20% share of them. LandM says that its entitlement to a share in these profits arises pursuant to an informal agreement made in early 2008 (‘the 2008 Agreement’). Sunley in response says that LandM relinquished its right to that profit share by a further agreement in 2010 (‘the 2010 Agreement’). The purpose of this trial is to determine whether the 2010 Agreement had that effect.’

Judges:

Mr Daniel Alexander QC

Citations:

[2013] EWHC 1420 (Ch)

Links:

Bailii

Jurisdiction:

England and Wales

Contract

Updated: 18 August 2022; Ref: scu.510170

Soutzos v Asombang and Others: ChD 23 Apr 2010

The claimant had lent substantial sums to the defendant. The defendant had subsequently been made bankrupt, and now said he was released from the debt.

Judges:

Newey J

Citations:

[2010] EWHC 842 (Ch), [2010] BPIR 960

Links:

Bailii

Statutes:

Insolvency Act 1986 281

Jurisdiction:

England and Wales

Cited by:

See Also – Soutzos v Asombang and Others ChD 21-Jun-2011
The claimant had obtained a freezing order against the defendants. His claim having been dismissed, the court now considered if and what damages should be paid under the cross-undertaking he had given.
Held: Setting out and applying the . .
Lists of cited by and citing cases may be incomplete.

Contract, Insolvency

Updated: 17 August 2022; Ref: scu.408673

Glory Wealth Shipping Pte Ltd v Korea Line Corporation: ComC 14 Jul 2011

(‘The Wren’) Appeal against arbitrator’s award finding repudiatory breach of charterparty.

Judges:

Blair J

Citations:

[2011] EWHC 1819 (Comm), [2011] 2 Lloyd’s Rep 370

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Cited – Gard Marine and Energy Ltd and Another v China National Chartering Company Ltd and Another SC 10-May-2017
The dispute followed the grounding of a tanker the Ocean Victory. The ship was working outside of a safe port requirement in the charterparty agreement. The contract required the purchase of insurance against maritime war and protection and . .
Lists of cited by and citing cases may be incomplete.

Transport, Contract

Updated: 16 August 2022; Ref: scu.441825

Ostfriesische Volksbank Eg v Fortis Bank: ComC 29 Jan 2010

Claim for 1 million Euros pursuant to an Advance Payment Guarantee given by the defendant bank in respect of the liability of Madenci Gemi Sanayi Ltd Sti, a Turkish company, to repay monies paid in advance to the builder for the construction of a vessel under a Shipbuilding Contract.

Judges:

Burton J

Citations:

[2010] EWHC 361 (Comm), [2010] 2 All ER (Comm) 921

Links:

Bailii

Jurisdiction:

England and Wales

Contract

Updated: 15 August 2022; Ref: scu.402963

J Jarvis and Sons Plc v Galliard Homes Ltd: CA 12 Nov 1999

Citations:

[1999] EWHC 277 (TCC), (1999) 71 Con LR 219

Links:

Bailii

Jurisdiction:

England and Wales

Cited by:

Cited – RTS Flexible Systems Ltd v Molkerei Alois Muller Gmbh and Company Kg (UK Production) SC 10-Mar-2010
The parties had reached agreement in outline and sought to have the contract formalised, but went ahead anyway. They now disputed whether an agreement had been created and as to its terms if so.
Held: It was unrealistic to suggest that no . .
Lists of cited by and citing cases may be incomplete.

Contract

Updated: 15 August 2022; Ref: scu.402974

Cleveland Bridge UK Ltd and Another v Multiplex Constructions (UK) Ltd: CA 19 Feb 2010

Citations:

[2010] EWCA Civ 139

Links:

Bailii

Jurisdiction:

England and Wales

Citing:

See Also – Cleveland Bridge UK Ltd v Multiplex Constructions (UK) Ltd TCC 31-Aug-2005
A third party television company sought access to the particulars of claim and other pleadings.
Held: HH Judge Wilcox said: ‘There can be no legitimate distinction drawn between decisions made in interlocutory proceedings and those at final . .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd TCC 5-Jun-2006
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd and Another CA 20-Dec-2006
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd (No. 2) TCC 31-Jan-2007
. .
See Also – Multiplex Construction (Uk) Ltd v Honeywell Control Systems Ltd TCC 8-Feb-2007
Application for permission to appeal. Jackson J considered whether permission to appeal should have been requested at the hearing: ‘It seems to me that I have got to interpret the provisions of Rule 52.3 and the provisions of the Practice Direction . .
See Also – Multiplex Constructions (UK) Ltd v Honeywell Control Systems Ltd (No. 2) TCC 6-Mar-2007
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd (No 3) TCC 12-Mar-2007
. .
See Also – Cleveland Bridge UK Ltd and Another v Multiplex Constructions (UK) Ltd CA 27-Apr-2007
The court construed an agreement supplemental to a construction contract. . .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd and Another CA 21-Dec-2007
. .
See Also – Multiplex Construction Ltd v Cleveland Bridge Ltd and Another CA 6-Feb-2008
. .
See Also – Multiplex Construction (Uk) Ltd v Cleveland Bridge UK Ltd and Another TCC 7-Feb-2008
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd and Another TCC 19-Mar-2008
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd and Another TCC 29-Sep-2008
. .
See Also – Multiplex Constructions (UK) Ltd v Cleveland Bridge UK Ltd and Another (No 7) TCC 29-Sep-2008
Last stage of the Wembley stadium construction dispute. Jackson J, interpreting Carver said that it set out: ‘how the court ought to approach the matter in circumstances where: (a) one party has made an offer which was nearly but not quite . .

Cited by:

See Also – Cleveland Bridge Uk Ltd and Another v Multiplex Constructions (UK) Ltd CA 31-Mar-2010
. .
Lists of cited by and citing cases may be incomplete.

Construction, Contract

Updated: 15 August 2022; Ref: scu.402941