Dominion Corporate Trustees Ltd & Ors. v Debenhams Properties Ltd

Dominion Corporate Trustees Ltd & Ors. v Debenhams Properties Ltd

Clause 19 did not entitle Debenhams to terminate for any breach, only for repudiatory breach or insolvency. Time was not of the essence for the payment, and the circumstances of non-payment did not amount to a repudiatory breach. Debenhams was not entitled to terminate the Agreement on 3 March 2009.

Parties
Claimant: Dominion Corporate Trustees Limited; Claimant: Dominion Trust Limited; Claimant: Fareham Trustees No. 1 Limited; Claimant: Fareham Trustees No. 2 Limited; Defendant: Debenhams Properties Limited
Jurisdiction
England and Wales
Judgment Date
27 May 2010
Procedural Posture
Civil / Trial of Liability
Outcome
Debenhams was not entitled to terminate the Agreement on 3 March 2009.
Legal Topics
Termination of Contract, Repudiatory Breach, Construction of Termination Clauses, Time of the Essence, Damages for Breach
Contract Law Termination of Contract Repudiatory Breach Construction of Termination Clauses Time of the Essence Damages for Breach

Case Brief

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Parties

Dominion Corporate Trustees Limited

Claimant

Dominion Trust Limited

Claimant

Fareham Trustees No. 1 Limited

Claimant

Fareham Trustees No. 2 Limited

Claimant

Debenhams Properties Limited

Defendant

Procedural Posture

Civil / Trial of Liability

Legal Issues

  1. 1 Whether clause 19 entitled Debenhams to terminate the Agreement for any breach
  2. 2 Whether failure to pay £425,000 on the due date was a repudiatory breach because time was of the essence
  3. 3 Whether the circumstances of non-payment constituted a repudiatory breach

Ratio Decidendi

Clause 19 did not entitle Debenhams to terminate for any breach, only for repudiatory breach or insolvency. Time was not of the essence for the payment, and the circumstances of non-payment did not amount to a repudiatory breach. Debenhams was not entitled to terminate the Agreement on 3 March 2009.

Court Disposition

Debenhams was not entitled to terminate the Agreement on 3 March 2009.