Persimmon Homes (South Coast) Ltd v Hall Aggregates (South Coast) Ltd & Anor

Persimmon Homes (South Coast) Ltd v Hall Aggregates (South Coast) Ltd & Anor

Clause 14A.5 refers to anticipated costs, not actual incurred costs, for works required by approvals; Persimmon did not waive RMC's obligation under clause 12.2, and RMC is liable for the notional cost of remediation works. Persimmon did not fail to mitigate its loss, and damages are limited to the notional cost to RMC of performing the works.

Parties
Appellant / Claimant: Persimmon Homes (South Coast) Limited; Respondent / Defendant: Hall Aggregates (South Coast) Limited; Respondent / Defendant: Cemex UK Properties Limited
Jurisdiction
England and Wales
Judgment Date
22 October 2009
Procedural Posture
Civil Appeal / Court of Appeal Judgment
Outcome
Appeal and cross-appeal dismissed
Legal Topics
Construction of Contract Clauses, Waiver, Mitigation of Damages, Remediation Obligations, Price Adjustment Mechanisms
Contract Law Commercial Law Construction of Contract Clauses Waiver Mitigation of Damages Remediation Obligations Price Adjustment Mechanisms

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Parties

Persimmon Homes (South Coast) Limited

Appellant / Claimant

Hall Aggregates (South Coast) Limited

Respondent / Defendant

Cemex UK Properties Limited

Respondent / Defendant

Procedural Posture

Civil Appeal / Court of Appeal Judgment

Legal Issues

  1. 1 Whether clause 14A.5 of the Sale Agreement requires price adjustment based on actual incurred costs or anticipated costs for works required by approvals
  2. 2 Whether Persimmon waived RMC's obligation to carry out remediation works under clause 12.2
  3. 3 Whether Persimmon failed to mitigate its loss by not requiring RMC to perform remediation works

Ratio Decidendi

Clause 14A.5 refers to anticipated costs, not actual incurred costs, for works required by approvals; Persimmon did not waive RMC's obligation under clause 12.2, and RMC is liable for the notional cost of remediation works. Persimmon did not fail to mitigate its loss, and damages are limited to the notional cost to RMC of performing the works.

Court Disposition

Appeal and cross-appeal dismissed

Orders

  • Persimmon's appeal dismissed
  • RMC's cross-appeal dismissed