Harcus Sinclair LLP v Harcus Sinclair UK Lte

Harcus Sinclair LLP v Harcus Sinclair UK Lte

The Restriction in the NDA, as interpreted, was a broad restraint preventing HSLLP from acting for any group of claimants in the emissions litigation without YLL's consent for six years. This was not reasonably necessary to protect YLL's legitimate interests under the NDA, which was limited to the protection of confidential information disclosed for legal advice, and was not commensurate with the benefit received. Therefore, the Restriction was unenforceable as an unreasonable restraint of trade, and the injunction granted below was discharged.

Parties
First Claimant/appellant: Harcus Sinclair LLP; Second Claimant: Harcus Sinclair UK Limited; Defendant/respondent: Your Lawyers Limited; Part 20 Defendant: Damon Parker
Jurisdiction
England and Wales
Judgment Date
05 March 2019
Procedural Posture
Civil Appeal / Court of Appeal Judgment on Appeal From High Court
Outcome
Appeal allowed in part; injunction discharged; other findings upheld or not determinative; permission to appeal on certain points granted for possible further appeal.
Legal Topics
Interpretation of Non Disclosure Agreements, Solicitors' Undertakings, Restraint of Trade Doctrine, Implied Terms, Confidential Information, Group Litigation
Contract Law Restraint of Trade Professional Conduct Interpretation of Non Disclosure Agreements Solicitors' Undertakings Restraint of Trade Doctrine Implied Terms Confidential Information +1 more

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Parties

Harcus Sinclair LLP

First Claimant/appellant

Harcus Sinclair UK Limited

Second Claimant

Your Lawyers Limited

Defendant/respondent

Damon Parker

Part 20 Defendant

Procedural Posture

Civil Appeal / Court of Appeal Judgment on Appeal From High Court

Legal Issues

  1. 1 Proper interpretation of the non-compete clause (Restriction) in the NDA between solicitors
  2. 2 Whether the Restriction is unenforceable as an unreasonable restraint of trade
  3. 3 Whether an implied term extended the Restriction to associated companies (HSUK)

Ratio Decidendi

The Restriction in the NDA, as interpreted, was a broad restraint preventing HSLLP from acting for any group of claimants in the emissions litigation without YLL's consent for six years. This was not reasonably necessary to protect YLL's legitimate interests under the NDA, which was limited to the protection of confidential information disclosed for legal advice, and was not commensurate with the benefit received. Therefore, the Restriction was unenforceable as an unreasonable restraint of trade, and the injunction granted below was discharged.

Court Disposition

Appeal allowed in part; injunction discharged; other findings upheld or not determinative; permission to appeal on certain points granted for possible further appeal.

Orders

  • Injunction against HSLLP discharged
  • Permission to appeal granted to YLL on supervisory jurisdiction issues for possible further appeal