Every so often the Court will reaffirm the primacy of express terms while re-stating the rule that implied terms can only be relied on to the extent they are (i) so obvious as to go without saying, or (ii) necessary to give...more
The High Court has held that a provision in a hire purchase agreement excluding all terms implied by law was effective to exclude a statutorily implied term of satisfactory quality. It was also reasonable under the Unfair...more
Last summer, the High Court handed down its judgment in Mackie Motors (Brechin) Limited v. RCI Financial Services Limited, in a case that had far-reaching consequences – not only for automotive dealers across the UK, but also...more
In Pan Ocean Co Ltd v Daelim Corporation[1], the Commercial Court upheld the implication of a term requiring the inspection of a vessel’s holds without delay into a charterparty (a contract for the hire of a ship). The Court...more
The sanctity of the parties’ agreement is preserved as the UK Supreme Court adopts a cautious approach to implied terms. It reiterates that no term may be implied into an agreement where the implied term contradicts its...more
The question of whether a solicitor’s retainer with its client includes an implied duty of good faith is to be answered by reference to the usual rules governing implied terms. The Court of Appeal found the client was under...more
A reminder, if one is needed, of how difficult it can be to imply a term. The Court of Appeal found the High Court was wrong to have implied a term into an employment contract restraining the controversial practice of “firing...more
A recent High Court case relating to a trade mark licensing and merchandising agreement offers a timely reminder of the principles a Court will consider when determining whether a term should be implied into a commercial...more
In Force India Formula One Team, the High Court held that a term which required Force India to own the Formula One team throughout a merchandising licence’s five year term should be implied since it was both obvious from the...more
An agreement between a customer and a spread betting provider did not include an implied obligation, when exercising a discretion to close on default, to exercise the discretion fairly and in the best interest of the...more
Normally, parties become indebted to each other through an express contract. But you may become liable to pay a bill from a vendor simply because you failed to dispute that bill within a "reasonable" time. How? Through a...more
GE Energy Power Conversion France SAS, Corp. v. Outokumpu Stainless USA, LLC, Case No. 18–1048 (2020). Equitable estoppel principles (such as non-signatories being able to compel arbitration of disputes) can be applied in...more