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Welcome to Compact Contract, a blog where experts from Allen & Overy analyse the latest contract law themes and developments, and what they mean for your business.

What’s the ETA?

Katie Sharkey

The High Court has established that an estimated time of arrival can be implied into a shipping contract where the ETAs of unrelated intermediate voyages are provided, even if an ETA for the voyage in question is not stipulated. Previous authority had held that where a charterparty gives an ETA (or a date which can Read More

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

Strict contractual liability

Jason Rix

In the extraordinary facts of ARB v IVF Hammersmith, E had been born following a forged consent form given by ARB’s ex-partner to an IVF clinic. ARB established that the clinic had acted in breach of contract. However, public policy precluded his claim for the cost of bringing E up. ARB claimed the clinic had breached: Read More

Rainer Evers

Jason Rix

Yesterday I learnt that Rainer Evers, one of the team of three behind this blog, died over the weekend. It’s incredibly difficult to know what to say, not least because I can hear him tearing me apart mid-sentence for my grammatical errors and lack of clarity. Here is an example of a typical email exchange. Read More

Luxury houseboats and entire agreement clauses

Christopher Colman

The High Court recently found that a seller of luxury houseboats was liable for misrepresentation and breach of contract, since an entire agreement clause did not exclude promises made in the run up to the sale. In Djurberg (t/a Hampton Riviera) v Small (unreported, Ch D, 1/9/17), Mr Djurberg, the owner of Hampton Riviera Marina, agreed Read More

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

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

Do you have absolute contractual rights or a contractual discretion with Braganza limits?

Samantha Holland

In Shurbanova v Forex Capital Markets the High Court found that a clause permitting a broker discretion how to act in relation to – what the broker considered was – abusive trading strategies by a client were absolute contractual rights and therefore not subject to a Braganza duty to exercise its discretion rationally. Forex Capital Read More

Allocating risk: detailed specification vs. fitness for purpose

Jason Rix

The Supreme Court has held a constructor liable for the failure to ensure a life of 20 years for the foundations of offshore wind farms it designed and installed despite the fact that the foundations were required to meet an industry standard that contained an error that caused the failure: MT Hojgaard v EON. The Read More

Implied terms and umbrella agreements don’t shelter clients from CFAs

Megan Betts

In Stevensdrake v Hunt, the Court of Appeal has provided yet another reminder of the stringency of the test for implied terms affirmed by the Supreme Court in Marks and Spencer v BNP Paribas. It also held that an apparent “umbrella agreement” could not govern or impact the terms of a subsequent Conditional Fee Agreement Read More