Chelsfield Advisers LLP v Qatari Diar Real Estate Investment Company & Anor

Chelsfield Advisers LLP v Qatari Diar Real Estate Investment Company & Anor

There is no real prospect that QDDC can establish that the DFA is subject to an implied term making its continuation conditional on mutual trust and confidence; the DFA is a detailed, negotiated commercial contract with express provisions for termination and dispute resolution. The authorities on implied terms of trust and confidence in employment or solicitor-client relationships are not analogous. Therefore, Chelsfield is entitled to a declaration that the DFA remains in existence and has not been determined. However, Chelsfield is not entitled to summary judgment for mandatory orders requiring QDDC to instruct the Expert to complete his determination of the DMA or to execute the DMA,...

Parties
Claimant: Chelsfield Advisers LLP; First Defendant: Qatari Diar Real Estate Investment Company; Second Defendant: Qatari Diar Development Company (UK) Limited
Jurisdiction
England and Wales
Judgment Date
15 May 2015
Procedural Posture
Civil (commercial/contract) / Summary Judgment Application
Outcome
Summary judgment granted in part for the claimant; declaration granted that the DFA remains in existence and has not been determined; summary judgment refused on mandatory orders for expert determination and execution of the DMA.
Legal Topics
Implied Terms, Summary Judgment, Specific Performance, Termination of Contract, Good Faith in Contracts
Contract Law Commercial Law Implied Terms Summary Judgment Specific Performance Termination of Contract Good Faith in Contracts

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Parties

Chelsfield Advisers LLP

Claimant

Qatari Diar Real Estate Investment Company

First Defendant

Qatari Diar Development Company (UK) Limited

Second Defendant

Procedural Posture

Civil (commercial/contract) / Summary Judgment Application

Legal Issues

  1. 1 Whether the Development Fees Agreement (DFA) is subject to an implied term that it is conditional on the continued existence of mutual trust and confidence between the parties and terminable upon its breakdown
  2. 2 Whether there was a factual breakdown of trust and confidence between the parties
  3. 3 Whether Chelsfield is entitled to a mandatory order requiring QDDC to instruct the Expert to complete his determination of the terms of the DMA

Ratio Decidendi

There is no real prospect that QDDC can establish that the DFA is subject to an implied term making its continuation conditional on mutual trust and confidence; the DFA is a detailed, negotiated commercial contract with express provisions for termination and dispute resolution. The authorities on implied terms of trust and confidence in employment or solicitor-client relationships are not analogous. Therefore, Chelsfield is entitled to a declaration that the DFA remains in existence and has not been determined. However, Chelsfield is not entitled to summary judgment for mandatory orders requiring QDDC to instruct the Expert to complete his determination of the DMA or to execute the DMA,...

Court Disposition

Summary judgment granted in part for the claimant; declaration granted that the DFA remains in existence and has not been determined; summary judgment refused on mandatory orders for expert determination and execution of the DMA.

Orders

  • Declaration that the Development Fees Agreement (DFA) remains in existence and has not been determined.
  • Application for mandatory orders requiring QDDC to instruct the Expert to complete his determination of the terms of the DMA refused.