JAS Financial Products LLP v ICAP Plc & Anor [2016] EWHC 591 (Comm) (18 March 2016)

JAS Financial Products LLP v ICAP Plc & Anor [2016] EWHC 591 (Comm) (18 March 2016)

No legally binding contract was made between JAS and ICAP on 13 May 2008; the parties only reached non-binding heads of terms or an agreement in principle, and did not intend to be legally bound until further steps (such as written confirmation or documentation) were completed.

Citation
[2016] EWHC 591 (Comm)
Parties
Claimant: JAS; First Defendant: ICAP; Second Defendant: ICAP Subsidiary
Jurisdiction
England and Wales
Judgment Date
18 March 2016
Procedural Posture
Commercial Contract Dispute / Trial Judgment
Outcome
Claim dismissed
Legal Topics
Formation of Contract, Intention to Create Legal Relations, Certainty of Terms, Authority of Agents
Contract Law Commercial Law Formation of Contract Intention to Create Legal Relations Certainty of Terms Authority of Agents

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Parties

JAS

Claimant

ICAP

First Defendant

ICAP Subsidiary

Second Defendant

Procedural Posture

Commercial Contract Dispute / Trial Judgment

Legal Issues

  1. 1 Whether a legally binding contract was formed between JAS and ICAP on 13 May 2008
  2. 2 Whether the agreement reached constituted binding terms or only non-binding heads of terms
  3. 3 Whether the terms were sufficiently certain to be enforceable

Ratio Decidendi

No legally binding contract was made between JAS and ICAP on 13 May 2008; the parties only reached non-binding heads of terms or an agreement in principle, and did not intend to be legally bound until further steps (such as written confirmation or documentation) were completed.

Court Disposition

Claim dismissed

Orders

  • JAS's claim for breach of contract is dismissed
  • JAS must repay the July 2008 invoice payment to ICAP