Delivery Hero SE v Mastercard Asia/Pacific Pte Ltd [2023] EWHC 1827 (Comm) (19 July 2023)

Delivery Hero SE v Mastercard Asia/Pacific Pte Ltd [2023] EWHC 1827 (Comm) (19 July 2023)

Delivery Hero's right to the Sign-On Bonus accrued at the Commencement Date, or at the latest upon submission of a valid Payment Request, and was not conditional on absence of material breach. The 45-day period was for payment mechanics only. The CBA's express provisions for clawback and recovery are exhaustive, precluding broader restitutionary defences. Delivery Hero satisfied all requirements for payment before termination, entitling it to summary judgment.

Citation
[2023] EWHC 1827 (Comm)
Parties
Claimant/applicant: Delivery Hero SE; Defendant/respondent: Mastercard Asia/Pacific Pte Ltd
Jurisdiction
England and Wales
Judgment Date
19 July 2023
Procedural Posture
Commercial Contract Claim (summary Judgment Application) / High Court (commercial Court) Summary Judgment
Outcome
Summary judgment for the Claimant (Delivery Hero)
Legal Topics
Accrued Rights on Termination, Summary Judgment, Interpretation of Contractual Payment Terms, Clawback Provisions, Unjust Enrichment, Interest on Judgment Debts
Contract Law Commercial Law Accrued Rights on Termination Summary Judgment Interpretation of Contractual Payment Terms Clawback Provisions Unjust Enrichment Interest on Judgment Debts

Case Brief

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Parties

Delivery Hero SE

Claimant/applicant

Mastercard Asia/Pacific Pte Ltd

Defendant/respondent

Procedural Posture

Commercial Contract Claim (summary Judgment Application) / High Court (commercial Court) Summary Judgment

Legal Issues

  1. 1 When does the right to the Sign-On Bonus accrue under the CBA?
  2. 2 Is Delivery Hero's right to the Sign-On Bonus conditional on absence of material breach?
  3. 3 Can Mastercard recover the Sign-On Bonus for total failure of consideration?

Ratio Decidendi

Delivery Hero's right to the Sign-On Bonus accrued at the Commencement Date, or at the latest upon submission of a valid Payment Request, and was not conditional on absence of material breach. The 45-day period was for payment mechanics only. The CBA's express provisions for clawback and recovery are exhaustive, precluding broader restitutionary defences. Delivery Hero satisfied all requirements for payment before termination, entitling it to summary judgment.

Court Disposition

Summary judgment for the Claimant (Delivery Hero)

Orders

  • Mastercard to pay Delivery Hero USD 40,000,000 as Sign-On Bonus
  • Mastercard to pay interest of USD 3,583,013.70 (US Prime plus 1%)