Butcher & Anor v Pike & Ors (Rev 1) [2020] EWHC 3432 (QB) (07 December 2020)

Butcher & Anor v Pike & Ors (Rev 1) [2020] EWHC 3432 (QB) (07 December 2020)

The relevant contracts with Rightmove and Zoopla did not contain any express or implied prohibition on the Company placing adverts on behalf of other commercial lettings agents; the contractual language was clear and the court would not rewrite the contract to impose such a restriction. For the purposes of clause 6.2 of the SPA, disclosure is not limited to what is contained in the Disclosure Letter; non-disclosure in clause 6.2 is not confined to the Disclosure Letter.

Citation
[2020] EWHC 3432 (QB)
Parties
Claimant/applicant: Brett John Butcher; Claimant/applicant: Darren Trueman; Defendant/respondent: Richard Pike; Defendant/respondent: Adrian Arkell; Defendant/respondent: Karl Carter
Jurisdiction
England and Wales
Judgment Date
07 December 2020
Procedural Posture
Commercial Contract Dispute (summary Judgment Application) / Summary Judgment
Outcome
Summary judgment granted for the Claimants on both issues.
Legal Topics
Interpretation of Contracts, Summary Judgment, Breach of Warranty, Misrepresentation, Disclosure Obligations
Contract Law Commercial Law Interpretation of Contracts Summary Judgment Breach of Warranty Misrepresentation Disclosure Obligations

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Parties

Brett John Butcher

Claimant/applicant

Darren Trueman

Claimant/applicant

Richard Pike

Defendant/respondent

Adrian Arkell

Defendant/respondent

Karl Carter

Defendant/respondent

Procedural Posture

Commercial Contract Dispute (summary Judgment Application) / Summary Judgment

Legal Issues

  1. 1 Whether the Company was contractually prohibited from placing adverts on behalf of other commercial lettings agents on Rightmove or Zoopla at the time of the SPA (Issue 1)
  2. 2 Whether, for the purposes of 'fraud or negligent non-disclosure' in clause 6.2 of the SPA, disclosure is limited to what is contained in the Disclosure Letter (Issue 2)

Ratio Decidendi

The relevant contracts with Rightmove and Zoopla did not contain any express or implied prohibition on the Company placing adverts on behalf of other commercial lettings agents; the contractual language was clear and the court would not rewrite the contract to impose such a restriction. For the purposes of clause 6.2 of the SPA, disclosure is not limited to what is contained in the Disclosure Letter; non-disclosure in clause 6.2 is not confined to the Disclosure Letter.

Court Disposition

Summary judgment granted for the Claimants on both issues.

Orders

  • Declaration that the Defendants have no real prospect of establishing at trial that the Company was prohibited from placing adverts on behalf of other commercial lettings agents on Rightmove or Zoopla under the terms and conditions of its contracts with those platforms at the time of the SPA.
  • Declaration that, for the purposes of clause 6.2 of the SPA, disclosure is not limited to what is contained in the Disclosure Letter.