Liberty Mercian Ltd v Cuddy Civil Engineering Ltd & Anor

Liberty Mercian Ltd v Cuddy Civil Engineering Ltd & Anor

The contract was formed in July 2010 between Liberty Mercian and CCEL. There was no misnomer, common or unilateral mistake, or estoppel. CCEL does not have a parent company and is not obliged to provide a parent company guarantee. However, CCEL remains obliged to provide the performance bond and two warranties from Quantum (GB) Limited to Liberty Mercian and Waterman, and is in breach for failing to do so. The obligations to provide the bond and warranties survive termination as collateral obligations. The question of specific performance is reserved for further submissions.

Parties
Claimant: Liberty Mercian Limited; 1st Defendant: Cuddy Civil Engineering Limited; 2nd Defendant: Cuddy Demolition and Dismantling Limited
Jurisdiction
England and Wales
Judgment Date
03 September 2013
Procedural Posture
Civil / Final Judgment
Outcome
Declaratory judgment; breach of contract found; rectification and estoppel denied; specific performance reserved.
Legal Topics
Rectification, Mistake (mutual and Unilateral), Estoppel by Convention, Obligations Post Termination, Parent Company Guarantee, Performance Bond, Collateral Warranties
Contract Law Construction Law Rectification Mistake (mutual and Unilateral) Estoppel by Convention Obligations Post Termination Parent Company Guarantee Performance Bond +1 more

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Parties

Liberty Mercian Limited

Claimant

Cuddy Civil Engineering Limited

1st Defendant

Cuddy Demolition and Dismantling Limited

2nd Defendant

Procedural Posture

Civil / Final Judgment

Legal Issues

  1. 1 Was the contract formed in May or July 2010?
  2. 2 Who were the parties to the contract?
  3. 3 Was the naming of CCEL a misnomer for CDDL?

Ratio Decidendi

The contract was formed in July 2010 between Liberty Mercian and CCEL. There was no misnomer, common or unilateral mistake, or estoppel. CCEL does not have a parent company and is not obliged to provide a parent company guarantee. However, CCEL remains obliged to provide the performance bond and two warranties from Quantum (GB) Limited to Liberty Mercian and Waterman, and is in breach for failing to do so. The obligations to provide the bond and warranties survive termination as collateral obligations. The question of specific performance is reserved for further submissions.

Court Disposition

Declaratory judgment; breach of contract found; rectification and estoppel denied; specific performance reserved.

Orders

  • Declaration that contract was formed in July 2010 between Liberty Mercian and CCEL.
  • Declaration that CCEL is not obliged to provide a parent company guarantee.