Commercial cases

Snapshot

Service of notices

08 April 2019

What are the requirements for valid “service” of a completion notice?

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Snapshot

Contractual certainty/ implied terms

08 April 2019

Was a binding agreement reached between a vendor and an estate agent, despite the parties not having specified the circumstances in which the agreed rate of commission would fall due?

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Snapshot

Can Brexit frustrate a contract?

08 April 2019

In 2011, the European Medicines Agency (the EU body tasked with the evaluation and supervision of medicines for human and veterinary use within the EU) entered into a 25 year lease at Churchill Place, Canary Wharf, which began in October 2014.

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Snapshot

The Business Contract Terms (Assignment of Receivables) Regulations 2018

08 April 2019

How does the Business Contract Terms (Assignment of Receivables) Regulation prohibit restrictions on the assignment of receivables under commercial agreements?

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Snapshot

How will the Court view 'letters of intent' pending final agreements being concluded?

20 December 2018

What approach does the Court take in relation to the “letters of intent” pending final agreements being concluded?

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Snapshot

Will an entire agreement clause exclude claims for misrepresentation?

20 December 2018

Will an entire agreement clause exclude claims for misrepresentation?

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Snapshot

Government announces plans to prohibit certain contractual termination clauses

20 December 2018

Which termination clauses will likely be prohibited by any new legislation?

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Snapshot

Guarantees and Indemnities and whether liquidated damages clauses amount to unenforceable penalties?

20 December 2018

Do liquidated damages clauses amount to unenforceable penalties? What is the difference between a guarantee and indemnity?

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Snapshot

UBS v Rose Capital Ventures Limited and others

20 December 2018

Is there a duty to act rationally and in good faith when exercising a contractual right without cause (the Braganza duty)?

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Snapshot

Tees Esk & Wear Valleys NHS Foundation Trust v Three Valleys Healthcare Ltd

24 September 2018

How much detail must be included within a notice for it to be valid?

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Snapshot

Relying on force majeure to terminate a contract

24 September 2018

In which circumstances can you rely on a force majeure clause to terminate an agreement?

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Snapshot

Non-reliance clauses under UCTA

24 September 2018

Is a non-reliance statement subject to section 3 of the Misrepresentation Act 1967 and therefore also subject to the reasonableness test contained in the Unfair Contract Terms Act 1977 (UCTA)?

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Snapshot

Exclusion clauses under UCTA

24 September 2018

Will an exclusion clause which excludes any claim for negligence stand up to the UCTA reasonableness test?

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Snapshot

Proposed legislation looks to prohibit or restrict the assignment of receivables

24 September 2018

How might the Government’s proposed legislation regarding business contract terms prohibit or restrict the assignment of receivables under commercial agreements?

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Snapshot

Bou-Simon v BGC Brokers LP

24 September 2018

When implying terms into a commercial contract, does the court look to what is fair or to the express terms agreed by the parties?

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Snapshot

Contractual Interpretation - no oral modification clauses

09 August 2018

Is a no oral modification clause legally effective?

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Snapshot

Contractual interpretation – express "good faith" clauses

09 August 2018

What approach will the courts take in relation to an express "good faith" clause?

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Snapshot

Contractual interpretation – recitals

09 August 2018

What factors will a court consider when interpreting contractual clauses?

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Snapshot

Damages – "negotiating damages" for breach of contract

09 August 2018

In what circumstances are "negotiating" (ie Wrotham Park) damages available?

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Snapshot

Does the rule against penalty clauses apply to repayment obligations?

12 April 2018

Holyoake and another v Candy and others [2017] EWHC 3397 (Ch)

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Snapshot

Good faith / duress

12 April 2018

When will the Court imply a duty of good faith?

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Snapshot

Contractual interpretation / limitation of liability

12 April 2018

How will the Court interpret limitation of liability clauses?

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Snapshot

Contractual interpretation / implied terms

12 April 2018

How will the Court approach interpretation of related agreements and implying terms for "business purposes"?

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Snapshot

Assessing damages for termination

12 April 2018

How will the Court assess damages for termination on an express contractual right?

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Snapshot

How will a court assess damages in a claim for negligent valuation?

18 December 2017

How will a court assess damages in a claim for negligent valuation?

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Snapshot

How will a variation be interpreted and does it give rise to an estoppel in respect of rights under the original agreement?

18 December 2017

How will a variation be interpreted and does it give rise to an estoppel in respect of rights under the original agreement?

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Snapshot

Can TV formats be protected by copyright as artistic works?

18 December 2017

Can TV formats be protected by copyright as artistic works?

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Snapshot

Will a variation of the underlying agreement invalidate a guarantee?

18 December 2017

Will a variation of the underlying agreement invalidate a guarantee?

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Snapshot

What amounts to effective service of a notice

18 December 2017

What amounts to effective service of a notice?

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Snapshot

What constitutes the “ordinary and proper course of business”?

18 December 2017

What constitutes the “ordinary and proper course of business”?

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Snapshot

Service provider liability

29 September 2017

EU proposal provides clarity on incoming requirements for digital service providers

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Snapshot

Interpretation of uncertain provisions – Kitcatt and others MMS v UK Holdings Ltd and others [2017] EWHC 675

29 September 2017

How will a Court interpret a clause that is uncertain or which appears to be unworkable?

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Snapshot

Effective assignment and notice

25 September 2017

General Nutrition Investment Company v Holland and Barrett International Ltd and another [2017] EWHC 746 (Ch)

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Snapshot

GB Building Solutions Ltd (in administration) v SFS Fire Services Ltd (t/a Central Fire Protection) 2017 EWHC 1289

25 September 2017

When using defined terms in a contract, how careful do you need to be in their consistent application?

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Snapshot

Unfair Contract Terms Act

25 September 2017

African Export-Import Bank v Shebah Exploration & Production Company Ltd

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Snapshot

Exclusion clauses

25 September 2017

Excluding liability for negligence was reasonable – Goodlife Foods Ltd v Hall Fire Protection Ltd [2017] EWHC 767 (TCC)

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Snapshot

Supreme Court decision on conflicting contractual standards – MT Højgaard A/S v E.On Climate and Renewables UK Robin Rigg East Ltd [2017] UKSC 59

25 September 2017

How will the Court resolve conflicting contractual standards, e.g. between general obligations and specified international standards?

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Snapshot

Contractual discretion

25 September 2017

Rationality in exercise of discretion – Watson and others v Watchfinder.co.uk Limited [2017] EWHC 1275

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Snapshot

Unclear limitation clauses

25 September 2017

Royal Devon and Exeter NHS Foundation Trust v ATOS IT Services UK Ltd [2017] EWHC 2197 (TCC)

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Snapshot

Liability clauses Limiting liability McGee Group Ltd v Galliford Try Building Ltd 2017 EWHC 87 TCC

Published on 12 June 2017. By Oliver Bray, Partner

How do the courts interpret limitation clauses?

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Snapshot

Reasonable endeavours? – Astor management AG v Atalaya Mining plc [2017] EWHC 425 (Comm)

12 June 2017

When is an “all reasonable endeavours” obligation unenforceable?

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Snapshot

Unfair Commercial Practices Directive: Case C-611/14 Canal Digital Danmark A/S

20 March 2017

If a trader separates the price of a product or service into a number of components, and then gives more prominence to particular components in advertising, will this amount to a misleading action or omission under the Unfair Commercial Practices Directive?

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Snapshot

Privilege The RBS Rights Issue Litigation [2016] EWHC 3161 (Ch)

20 March 2017

Does legal advice privilege extend to communications between a lawyer and their client’s employees other than those employees who are authorised to seek and receive legal advice?

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Snapshot

Penalties Vivienne Westwood Limited v Conduit Street Development Limited [2017] EWHC 350 (Ch)

20 March 2017

Whether the termination of a side letter that allowed a tenant to pay a reduced rent amounted to a penalty and was unenforceable as a result.

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Snapshot

Contractual interpretation Dooba Developments Ltd v McLagan Investments Ltd [2016] EWHC 2944 (Ch)

20 March 2017

What was meant by a clause entitling either party to rescind where “all of the Conditions have not been discharged”?

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Snapshot

Software licensing: SAP UK Limited v Diageo Great Britain Limited [2017] EWHC 189 (TCC)

20 March 2017

What are the risks of “indirect” use of software?

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Snapshot

Implied terms: Teekay Tankers Ltd v STX Offshore and Shipbuilding Co Ltd [2017] EWHC 253 (Comm)

20 March 2017

Whether the court will imply essential terms to give effect to the parties’ intention to enter into a legally binding agreement.

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Snapshot

Implied terms: Irish Bank Resolution Corp Ltd (In Special Liquidation) v Camden Market Holdings Corp [2017] EWCA Civ 7

20 March 2017

In what instances will an express contractual power be subject to an implied qualification?

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