Are we exclusive? High Court reviews key contractual principles in the context of ‘casual’ commercial relationships (Zymurgorium Ltd v Hammonds of Knutsford plc) – 3PB

Posted November 3rd, 2021 in chambers articles, company law, contracts, news by sally

‘This case relates to a dispute arising in the context of a longstanding commercial arrangement, the terms of which had never been reduced to writing. The court considered whether an overriding agreement had been expressly entered into by the parties, as well as whether a number of terms formed part of the agreement between them, either by implication or subsequent variation. Such terms included an agreement on exclusivity, a duty to act in good faith, and a duty to use best endeavours, among others. The case also explores the requirements for a relational contract by reference to the overriding agreement and a number of Specific Supply Agreements (SSAs), and serves as a useful reminder for parties entering commercial arrangements of the pitfalls of failing to reduce their agreement to writing, particularly in the light of the fallible nature of oral evidence. Written by Mariya Peykova, barrister at 3PB Barristers.’

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3PB, 15th October 2021