Notiondial Ltd v Beazer Homes Ltd & Anor

Notiondial Ltd v Beazer Homes Ltd & Anor

Clause 6 of the Deed is to be construed such that the development value for Area J is to be determined without applying a ransom discount for lack of access, reflecting the parties' intention to share the benefit of planning permission equally, and the valuation exercise should proceed accordingly. Rectification would have been ordered as against Beazer if construction failed, but not as against Beazer Group due to insufficient evidence of its common intention.

Parties
Claimant: Notiondial Limited; First Defendant: Beazer Homes Limited; Second Defendant: Beazer Group Limited
Jurisdiction
England and Wales
Judgment Date
18 December 2009
Procedural Posture
Civil / Judgment on Liability and Construction/rectification
Outcome
Claim on liability under Clause 6 succeeds for Notiondial against both Defendants on Construction 2; rectification would have been granted against Beazer only if construction failed.
Legal Topics
Construction of Contracts, Rectification, Guarantees, Land Development Agreements
Contract Law Equity Construction of Contracts Rectification Guarantees Land Development Agreements

Case Brief

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Parties

Notiondial Limited

Claimant

Beazer Homes Limited

First Defendant

Beazer Group Limited

Second Defendant

Procedural Posture

Civil / Judgment on Liability and Construction/rectification

Legal Issues

  1. 1 Proper construction of Clause 6 of the Supplemental Deed regarding uplift payment for Area J
  2. 2 Whether rectification of the Deed should be ordered if construction fails
  3. 3 Whether Beazer Group (guarantor) is liable under rectification

Ratio Decidendi

Clause 6 of the Deed is to be construed such that the development value for Area J is to be determined without applying a ransom discount for lack of access, reflecting the parties' intention to share the benefit of planning permission equally, and the valuation exercise should proceed accordingly. Rectification would have been ordered as against Beazer if construction failed, but not as against Beazer Group due to insufficient evidence of its common intention.

Court Disposition

Claim on liability under Clause 6 succeeds for Notiondial against both Defendants on Construction 2; rectification would have been granted against Beazer only if construction failed.

Orders

  • Valuation exercise to determine development value for Area J to proceed without ransom discount.
  • Precise amount due to be assessed at a later stage.