Aceramais Holdings Limited v Hadleigh Partnerships Limited
Case reference:
[2009] EWHC 1664 (TCC)
Wednesday, 8 July 2009
Key terms: Injunction - Discretionary Relief - s107
Hadleigh were involved with the development of the site in question, which was owned by Aceramais. Disputes arose and the matter was referred to adjudication by Hadleigh. Aceramais failed to participate in the adjudication, however shortly after it had been commenced Aceramais initiated court proceedings seeking an injunction to stop the adjudication. Aceramais contended that there was no contract in writing within the meaning of s107. The adjudicator proceeded with the adjudication and awarded the sum of £800,000 to Hadleigh.
At the hearing, the Judge had to decide if the contract was an oral contract to which Hadleigh were not a party, as submitted by Aceramais; or if the contract was a JCT 2005 Design and Build dated 14 March 2008, as submitted by Hadleigh. In addition, Hadleigh contended that the claim should be struck out because Aceramais failed to comply with an unless order relating to the disclosure of documents.
In deciding whether there was a contract evidenced in writing, the Judge carefully considered the evidence and referred to the guidance given in RJT Consulting. It was held that the parties contracted on the basis of the 14 March 2008 JCT document, despite the fact the contract was unsigned by one party. The terms had been agreed and documented to satisfy to ss107(2)(a) and (c). It was not an agreement in principle. There was insufficient evidence to prove that the parties had formed a verbal contract, and the Judge found some of the evidence provided by Aceramais was of questionable quality.
The Judge refused to grant Aceramais' declaration, and was critical of their approach. It was noted that discretionary relief should only be exercised sparingly, and that the parties should argue an adjudicator's decision at enforcement stage as opposed to asking the court to intervene beforehand. This case did not fall within the exceptional circumstances set out in Dorchester Hotel -v- Vivid Interiors, and as a consequence the parties spent an awful lot of money preparing for a trial which was disproportionate to the issue that was to be decided.
Lastly, the Judge held that Aceramais had not complied with the unless order, and the claim was struck out.
At the hearing, the Judge had to decide if the contract was an oral contract to which Hadleigh were not a party, as submitted by Aceramais; or if the contract was a JCT 2005 Design and Build dated 14 March 2008, as submitted by Hadleigh. In addition, Hadleigh contended that the claim should be struck out because Aceramais failed to comply with an unless order relating to the disclosure of documents.
In deciding whether there was a contract evidenced in writing, the Judge carefully considered the evidence and referred to the guidance given in RJT Consulting. It was held that the parties contracted on the basis of the 14 March 2008 JCT document, despite the fact the contract was unsigned by one party. The terms had been agreed and documented to satisfy to ss107(2)(a) and (c). It was not an agreement in principle. There was insufficient evidence to prove that the parties had formed a verbal contract, and the Judge found some of the evidence provided by Aceramais was of questionable quality.
The Judge refused to grant Aceramais' declaration, and was critical of their approach. It was noted that discretionary relief should only be exercised sparingly, and that the parties should argue an adjudicator's decision at enforcement stage as opposed to asking the court to intervene beforehand. This case did not fall within the exceptional circumstances set out in Dorchester Hotel -v- Vivid Interiors, and as a consequence the parties spent an awful lot of money preparing for a trial which was disproportionate to the issue that was to be decided.
Lastly, the Judge held that Aceramais had not complied with the unless order, and the claim was struck out.