Source: All England Reporter
Publisher Citation: [2008] All ER (D) 184 (Jun)
Neutral Citation: [2008] EWHC 1330 (Comm)
Court: Queen's Bench Division, Commercial Court

Christopher Clarke J

Representation Richard Southern QC (instructed by Clyde & Co LLP) for the claimants.
  Chistopher Hancock QC and Ben Olbourne (instructed by Ince & Co) for the defendant.
Judgment Dates: 16 June 2008


Arbitration - Arbitrator - Findings of fact by arbitrator - Defendant agreeing to sell vessel to claimants - Terms of agreement initially set out in email drafted by third party and subsequently recorded in a 'Memorandum of Agreement' - Parties disputing method and place of payment - Claimants suggesting transfer of deposit already paid in one of defendant's bank accounts to defendant's second bank account on day of delivery of vessel - Defendant alleging anticipatory breach - Defendant further claiming entitlement to full payment through two different banks - Arbitral tribunal agreeing with defendant - Whether arbitrators properly construing parties' agreement - Whether parties' common intentions contained in email or in Memorandum of Agreement - Whether Memorandum of Agreement providing defendant with proper basis for their claim in respect of payment.

The Case

In the instant case, the arbitral tribunal had not erred in law in their construction of an agreement for the sale of a vessel, in favour of the defendant corporation. They had been correct to conclude that the claimants had acted in anticipatory breach, in respect of the obligation to make payments under that agreement. The claimants' claim for rectification of the agreement so that it conformed to an earlier email, was disallowed. The agreement had been the final agreement, and had properly recorded the common intentions of the parties. In addition, applying settled principles and having regard to established practice, the defendant had been entitled, contrary to the claimants' claim, to have required payment for the vessel to be made 'in full' to its nominated bank, and that there could be two different banks for that purpose.

Practice Areas

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