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Formation

Grin and bear it. Your contract is your bond.

Nitish Upadhyaya

In Secure Capital v Credit Suisse, the Court of Appeal confirmed that an investor who purchased an interest in notes issued in bearer form did not have a direct claim for breach of contract against the issuer of the notes. Secure Capital had indirectly purchased “longevity” notes issued by Credit Suisse which were linked to Read More

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Uncertain but not unenforceable

Emily Davies

In Royal Devon and Exeter NHS Foundation Trust v ATOS IT Services, the court found that (i) an ambiguous limitation of liability clause was enforceable and (ii) damages for wasted expenditure were distinguishable from damages for loss of profits. The Trust engaged ATOS to provide information management services. Unhappy with the performance of the system, Read More

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That is certain which can be rendered certain

Damien Ryan

In Vinci Construction v Beumer the High Court confirmed its reluctance to find contractual terms void for uncertainty. Vinci was engaged to carry out construction works at Gatwick airport. It subcontracted a portion of those works to Beumer. The subcontract contained sectional completion dates and liquidated damages if those completion dates were missed as set Read More

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Wishful thinking – when is an agreement a binding contract?

Jason Rix

During a conversation, in the Horse and Groom, Mr Ashley said he’d pay Mr Blue £15 million if Mr Blue could get the price of Sports Direct shares to £8. Mr Blue agreed and those present laughed. Thirteen months later the Sports Direct share price had risen from £4 to £8. In Blue v Ashley Read More

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Renegotiation clause in long-term contract – what if parties cannot agree?

Alex Hiendl

In Associated British Ports v Tata Steel, the court upheld a provision in a 25-year licence which referred a failure to renegotiate terms in certain circumstances to arbitration. The clause in question, provided that either party could serve notice on the other to renegotiate the agreed terms “in the event of any major physical or Read More

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A done deal: when a contract has been formed

Richard Farnhill

In order to consider whether a contract has been formed the court will need to look at the parties’ exchanges to determine whether an agreement has been reached. That is an objective exercise: the court puts itself in the position of a third party observer to the parties’ negotiations and determines when that third party Read More

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