Littman & Anor v Aspen Oil (Broking) Ltd [2005] EWCA Civ 1579 (19 December 2005)

Littman & Anor v Aspen Oil (Broking) Ltd [2005] EWCA Civ 1579 (19 December 2005)

The word 'Landlord' in the break clause must be construed as 'Tenant' because the clause as drafted is a commercial nonsense and it is clear what correction is required; alternatively, rectification would be granted for unilateral mistake as the tenant's solicitor knowingly allowed the landlord's mistake to stand for his client's benefit.

Citation
[2005] EWCA Civ 1579
Parties
Claimant/respondent: Colette Celine Littman; Claimant/respondent: Andrew Hylton Young; Defendant/appellant: Aspen Oil (Broking) Limited
Jurisdiction
England and Wales
Judgment Date
19 December 2005
Procedural Posture
Appeal From Chancery Division (preliminary Issue) / Court of Appeal Judgment
Outcome
Appeal dismissed
Legal Topics
Construction of Contracts, Rectification for Unilateral Mistake, Break Clauses in Leases, Landlord and Tenant Law
Property Law Contract Law Equity Construction of Contracts Rectification for Unilateral Mistake Break Clauses in Leases Landlord and Tenant Law

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Parties

Colette Celine Littman

Claimant/respondent

Andrew Hylton Young

Claimant/respondent

Aspen Oil (Broking) Limited

Defendant/appellant

Procedural Posture

Appeal From Chancery Division (preliminary Issue) / Court of Appeal Judgment

Legal Issues

  1. 1 Whether the break clause in the lease was conditional on the tenant having observed and performed its covenants at the termination date
  2. 2 Whether the lease should be rectified for unilateral mistake

Ratio Decidendi

The word 'Landlord' in the break clause must be construed as 'Tenant' because the clause as drafted is a commercial nonsense and it is clear what correction is required; alternatively, rectification would be granted for unilateral mistake as the tenant's solicitor knowingly allowed the landlord's mistake to stand for his client's benefit.

Court Disposition

Appeal dismissed

Orders

  • The judgment of Hart J is upheld; the lease is construed so that the tenant's right to break is conditional on compliance with covenants.