Immingham Storage Company Ltd v Clear Plc
The Court held that the email exchanges, particularly the signed quotation and the claimant’s acceptance, objectively demonstrated an intention to create a binding contract, and the reference to a formal contract following in due course was merely an expression of desire for a subsequent formalisation, not a condition precedent to contract formation.
- Parties
- Claimant: Immingham Storage Company Ltd; Defendant: Clear PLC
- Jurisdiction
- England and Wales
- Judgment Date
- 09 February 2011
- Procedural Posture
- Civil Appeal / Court of Appeal Judgment
- Outcome
- appeal dismissed
- Legal Topics
- Formation of Contract, Intention to Create Legal Relations, Effect of 'subject to Contract' Clauses, Acceptance of Offer, Conditionality in Contract Formation
Case Brief
Summary, issues, holding and outcome
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Parties
Immingham Storage Company Ltd
Claimant
Clear PLC
Defendant
Procedural Posture
Civil Appeal / Court of Appeal Judgment
Legal Issues
- 1 Whether a binding contract was formed between the parties via email exchanges
- 2 Effect of provision for execution of a further written contract on contract formation
Ratio Decidendi
The Court held that the email exchanges, particularly the signed quotation and the claimant’s acceptance, objectively demonstrated an intention to create a binding contract, and the reference to a formal contract following in due course was merely an expression of desire for a subsequent formalisation, not a condition precedent to contract formation.
Court Disposition
appeal dismissed
Orders
- The appeal is dismissed.
- Judgment for the claimant for damages for breach of contract in the sum of £197,110.77 including interest.
Full Case Text
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