Barthélemy Holdings, LLC v Duet Group Ltd

Barthélemy Holdings, LLC v Duet Group Ltd

The Defendant, as guarantor, is liable to the Claimant for breach of the specification and budget warranties under the Investment Agreement, but only to the extent of specific items where the budget was not reasonable or the specification insufficient, not for the entire cost overrun. The Claimant's global claim fails, but recovery is allowed for certain identified items. The Defendant's counterclaim and set-off based on the Villa Loan foreclosure fail as there was no breach of implied duty or actionable conspiracy by the Claimant.

Parties
Claimant: Barthélemy Holdings, LLC; Defendant: Duet Group Limited; Third Party: Duet Trust and Fiduciary Services S. A.
Jurisdiction
England and Wales
Judgment Date
20 September 2019
Procedural Posture
Commercial / Judgment After Trial
Outcome
Judgment for the Claimant in part; counterclaim dismissed
Legal Topics
Breach of Warranty, Guarantee, Damages, Construction Contracts, Set Off, Indemnity
Contract Law Commercial Law Breach of Warranty Guarantee Damages Construction Contracts Set Off Indemnity

Case Brief

Summary, issues, holding and outcome

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Parties

Barthélemy Holdings, LLC

Claimant

Duet Group Limited

Defendant

Duet Trust and Fiduciary Services S. A.

Third Party

Procedural Posture

Commercial / Judgment After Trial

Legal Issues

  1. 1 Whether the Defendant is liable as guarantor for breach of warranties under the Investment Agreement relating to the hotel specification and budget.
  2. 2 Whether the Claimant is entitled to damages for breach of specification and budget warranties.
  3. 3 Whether the Defendant is entitled to set-off or counterclaim based on the Villa Loan foreclosure and related conduct.

Ratio Decidendi

The Defendant, as guarantor, is liable to the Claimant for breach of the specification and budget warranties under the Investment Agreement, but only to the extent of specific items where the budget was not reasonable or the specification insufficient, not for the entire cost overrun. The Claimant's global claim fails, but recovery is allowed for certain identified items. The Defendant's counterclaim and set-off based on the Villa Loan foreclosure fail as there was no breach of implied duty or actionable conspiracy by the Claimant.

Court Disposition

Judgment for the Claimant in part; counterclaim dismissed

Orders

  • Defendant to pay Claimant US$1,002,382.67 plus €4,780,174.69 plus £85,000.
  • DTFS to indemnify Duet Group Limited in respect of sums for which Duet is liable to the Claimant.