Edgeworth Capital (Luxembourg) SARL v Aabar Investments PJS

Edgeworth Capital (Luxembourg) SARL v Aabar Investments PJS

There was no express agreement on the terms of any of the alleged oral agreements; the parties' relationship was governed solely by the written agreements. The cap in clause 2.5 of the CID does not apply to all sums claimed by Aabar, including interest and costs, as the Letter Agreement and Linklaters Engagement Letter created new obligations and acknowledged liability in excess of the cap.

Parties
Claimant: Edgeworth Capital (Luxembourg) S.À. R. L.; Defendant: Aabar Investments PJS
Jurisdiction
England and Wales
Judgment Date
29 June 2018
Procedural Posture
Commercial / Final Judgment After Trial
Outcome
Claim dismissed; counterclaim succeeds.
Legal Topics
Oral Agreements, Written Agreements, Counter Indemnity, Security Assignment, Joint Venture, Contractual Interpretation, Estoppel
Contract Law Commercial Law Oral Agreements Written Agreements Counter Indemnity Security Assignment Joint Venture Contractual Interpretation +1 more

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Parties

Edgeworth Capital (Luxembourg) S.À. R. L.

Claimant

Aabar Investments PJS

Defendant

Procedural Posture

Commercial / Final Judgment After Trial

Legal Issues

  1. 1 Existence and enforceability of alleged oral agreements
  2. 2 Interpretation of written agreements (CID, SAA, Letter Agreement)
  3. 3 Application of contractual cap to liabilities

Ratio Decidendi

There was no express agreement on the terms of any of the alleged oral agreements; the parties' relationship was governed solely by the written agreements. The cap in clause 2.5 of the CID does not apply to all sums claimed by Aabar, including interest and costs, as the Letter Agreement and Linklaters Engagement Letter created new obligations and acknowledged liability in excess of the cap.

Court Disposition

Claim dismissed; counterclaim succeeds.

Orders

  • Judgment for Aabar on the claim and counterclaim.
  • Court to hear parties on the form of order.