Mackie Motors (Brechin) Ltd v RCI Financial Services Ltd [2023] EWCA Civ 476 (04 May 2023)

Mackie Motors (Brechin) Ltd v RCI Financial Services Ltd [2023] EWCA Civ 476 (04 May 2023)

The pleaded facts did not support the implication of an umbrella or relational agreement, nor the implication of terms requiring RCI to provide finance or services beyond the express written contracts. The 7-day notice provision in the RCI contracts was clear and unqualified, and there was no basis for estoppel or for overriding the express terms by implication or construction.

Citation
[2023] EWCA Civ 476
Parties
Claimant/appellant: Mackie Motors (Brechin) Limited; Defendant/respondent: RCI Financial Services Limited
Jurisdiction
England and Wales
Judgment Date
04 May 2023
Procedural Posture
Civil Appeal / Appeal From High Court Judgment Refusing Permission to Amend Particulars of Claim and Striking Out Claim
Outcome
Appeal dismissed
Legal Topics
Implied Contracts, Relational Contracts, Good Faith, Contractual Interpretation, Estoppel, Unfair Contract Terms
Contract Law Commercial Law Implied Contracts Relational Contracts Good Faith Contractual Interpretation Estoppel Unfair Contract Terms

Case Brief

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Parties

Mackie Motors (Brechin) Limited

Claimant/appellant

RCI Financial Services Limited

Defendant/respondent

Procedural Posture

Civil Appeal / Appeal From High Court Judgment Refusing Permission to Amend Particulars of Claim and Striking Out Claim

Legal Issues

  1. 1 Whether an umbrella or relational agreement can be implied between Mackie, RCI, Renault, and Nissan for the provision of services not covered by written contracts
  2. 2 Whether terms of good faith or minimum notice can be implied into the RCI contracts or umbrella agreement
  3. 3 Whether the 7-day notice provision in RCI contracts should be interpreted as subject to the 24-month notice in the Dealership Agreements

Ratio Decidendi

The pleaded facts did not support the implication of an umbrella or relational agreement, nor the implication of terms requiring RCI to provide finance or services beyond the express written contracts. The 7-day notice provision in the RCI contracts was clear and unqualified, and there was no basis for estoppel or for overriding the express terms by implication or construction.

Court Disposition

Appeal dismissed

Orders

  • Permission to amend Particulars of Claim refused
  • Claim struck out