Derek Hodd Ltd v Climate Change Capital Ltd [2013] EWHC 1665 (Ch) (14 June 2013)

Derek Hodd Ltd v Climate Change Capital Ltd [2013] EWHC 1665 (Ch) (14 June 2013)

The court held that, on an objective construction of the contract and the factual matrix, the parties intended to contract with Climate Change Capital Limited (CCC) and Zukra Limited (as ERA franchisee). The misnomer in the contract was correctable as a matter of construction, or alternatively by rectification. The...

Source-derived case information.

Citation
[2013] EWHC 1665 (Ch)
Parties
Claimant: Derek Hodd Limited; Defendant: Climate Change Capital Limited
Jurisdiction
England and Wales
Judgment Date
14 June 2013
Procedural Posture
Commercial Contract Claim / High Court Judgment After Trial
Outcome
Judgment for the claimant
Legal Topics
Contract Formation, Misnomer in Contracts, Rectification, Business Names Act Compliance, Consultancy Agreements, Assignment of Contractual Rights
Contract Law Commercial Law Contract Formation Misnomer in Contracts Rectification Business Names Act Compliance Consultancy Agreements Assignment of Contractual Rights

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Summary, issues, holding and outcome

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Parties

Derek Hodd Limited

Claimant

Climate Change Capital Limited

Defendant

Procedural Posture

Commercial Contract Claim / High Court Judgment After Trial

Legal Issues

  1. 1 Identity of the contracting parties under the 2006 Agreement
  2. 2 Whether the contract is unenforceable for misnomer or uncertainty
  3. 3 Compliance with the Business Names Act 1985

Ratio Decidendi

The court held that, on an objective construction of the contract and the factual matrix, the parties intended to contract with Climate Change Capital Limited (CCC) and Zukra Limited (as ERA franchisee). The misnomer in the contract was correctable as a matter of construction, or alternatively by rectification. The requirements of the Business Names Act 1985 were satisfied by the inclusion of Zukra's name and address on the reverse of the letter of engagement. The contract was therefore enforceable and the claimant was entitled to the contingency fee claimed.

Court Disposition

Judgment for the claimant

Orders

  • The defendant shall pay the claimant the sum of £142,674.38 (including VAT) as invoiced on 12 February 2008, together with interest from the invoice date.