Jurisdiction(s):
United Kingdom

England and Wales High Court: expenses non-payment not automatic termination; no implied co-operation duty; premature suspension/termination wrongful; commercial context drives construction of aircraft ALPA

Published on: 03 February 2022

Published by a LexisNexis Commercial expert

Legal News

Article summary

Olympic Council of Asia v Novans Jets LLP [2022] EWHC 88 (Comm) What are the practical implications of this case?

Many of the conclusions flowed from the fact that neither side had lawyers involved in preparing the agreement. That omission made the terms hard to construe—first for the parties when deciding how to deal with the disputed invoice, and then for the court when determining the outcome. Acknowledging the potential injustice of a purely literal approach, Mrs Justice Moulder signalled that the court will consider the surrounding commercial context, particularly where the drafting is ambiguous and there is a real danger the parties accepted provisions which, with hindsight, did not advance their interests (para [163]).

The decision also serves as a caution to those attempting to invoke contractual remedies before engaging with their opposite number. In assessing whether there had been a repudiatory breach, the court reiterated the need for clear proof of an intention to renounce the contract. Ultimately, a burden is imposed on parties who find themselves on the receiving end of...

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