Transview Properties Ltd v City Site Properties Ltd

Transview Properties Ltd v City Site Properties Ltd

The court found that there was no intention by either party at the time of execution that the Sale Agreement should contain an overage abatement clause. The removal of the clause was requested by Transview and communicated by CSP in a clear and conscientious manner. There was no evidence of sharp practice or trickery by CSP. No side letter containing the overage abatement provision was delivered to or formed part of the contract. Therefore, the claim for rectification failed.

Parties
Claimant: Transview Properties Limited; Defendant: City Site Properties Limited
Jurisdiction
England and Wales
Judgment Date
03 June 2008
Procedural Posture
Civil / Judgment After Trial
Outcome
Claim dismissed
Legal Topics
Rectification of Contract, Unilateral Mistake, Overage Provisions, Side Letters in Property Transactions
Contract Law Property Law Rectification of Contract Unilateral Mistake Overage Provisions Side Letters in Property Transactions

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Parties

Transview Properties Limited

Claimant

City Site Properties Limited

Defendant

Procedural Posture

Civil / Judgment After Trial

Legal Issues

  1. 1 Whether the Sale Agreement should be rectified to include an overage abatement clause allegedly agreed between the parties
  2. 2 Whether the removal of the overage abatement clause from the Sale Agreement was the result of sharp practice or mutual agreement
  3. 3 Whether any side letter containing the overage abatement provision was delivered and formed part of the contract

Ratio Decidendi

The court found that there was no intention by either party at the time of execution that the Sale Agreement should contain an overage abatement clause. The removal of the clause was requested by Transview and communicated by CSP in a clear and conscientious manner. There was no evidence of sharp practice or trickery by CSP. No side letter containing the overage abatement provision was delivered to or formed part of the contract. Therefore, the claim for rectification failed.

Court Disposition

Claim dismissed

Orders

  • The claim for rectification is dismissed in its entirety.