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Topic: Contractual interpretation

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Court of Appeal considers the approach to assess a "material adverse change"

December 05, 2023

Considering the court’s approach to assess whether there was a material adverse change in the company’s prospects was incorrect and the buyer’s claim failed.

Tax claims in M&A transactions: potential pitfalls

November 16, 2023

An article considering the practical issues and potential pitfalls that can arise where there are claims under the tax indemnities and warranties in an M&A transaction.

Exclusion of ‘anticipated profits’ prevents a claim for lost revenue

November 15, 2023

Discussing the decision in EE v Virgin [2023] EWHC 1989 (TCC) which examined the scope of exclusion clauses and determined that a claim for "loss of revenue” was effectively a claim for loss of profits.

Court of Appeal considers undertakings to court given in settlement agreements

October 17, 2023

Court of Appeal overturned the High Court’s decision in Smith v Blackhouse refusing to accept certain undertakings in a settlement agreement as undertakings to the Court because they were too wide and uncertain.

Commercial Litigation Round-Up – August 2023

August 28, 2023

A helpful round-up of important recent cases, procedural developments and hot topics for businesses to help busy in-house counsel keep up to date, particularly those who are involved in managing disputes.

Assessment of damages: Internal hedging did not reduce loss

July 12, 2023

Discussing the complex case of Rhine Shipping DMCC v Vitol SA [2023] EWHC 1265 (Comm) which considered the relevance of hedging to the assessment of damages.

High Court rules on the effect of sanctions when interpreting contractual clauses

May 31, 2023

Discussing the judgment in Gravelor Shipping Ltd v GTLK Asia M5 Ltd & Anor [2023] EWHC 131 (Comm).

Barton v Morris: Where contract ends and unjust enrichment begins

May 03, 2023

Barton & Ors v Morris & Anor [2023] UKSC 3 gives guidance on where a contract ends and unjust enrichment begins.

Court can refuse to accept party’s undertaking offered as part of settlement

April 20, 2023

High Court held that it does have jurisdiction to refuse to accept undertakings which a party had agreed to give to the Court as part of a settlement of a civil claim.

Court gives limited interpretation to express ‘good faith’ clause

February 27, 2023

Court gives limited interpretation to an express ‘good’ faith’ clause in a shareholders’ agreement.