Polypearl Ltd v E.On Energy Solutions Ltd [2014] EWHC 3045 (QB) (03 October 2014)

Polypearl Ltd v E.On Energy Solutions Ltd [2014] EWHC 3045 (QB) (03 October 2014)

Clause 10.1 does not exclude liability for direct loss of profits arising from E. ON's breach; such losses are not deemed indirect by the wording in parenthesis. However, clause 10.7 clearly and unambiguously limits liability for direct losses, including loss of profit, to £1,000,000.

Citation
[2014] EWHC 3045 (QB)
Parties
Claimant: Polypearl Limited; Defendant: E. ON Energy Solutions Limited
Jurisdiction
England and Wales
Judgment Date
03 October 2014
Procedural Posture
Commercial Contract Dispute / Trial of Preliminary Issues
Outcome
Preliminary issues answered: (i) No, clause 10.1 does not exclude liability for the claimed losses; (ii) Yes, clause 10.7 limits liability for the claimed losses to £1,000,000.
Legal Topics
Exclusion Clauses, Limitation of Liability, Damages for Breach of Contract, Interpretation of Contracts
Contract Law Commercial Law Exclusion Clauses Limitation of Liability Damages for Breach of Contract Interpretation of Contracts

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Parties

Polypearl Limited

Claimant

E. ON Energy Solutions Limited

Defendant

Procedural Posture

Commercial Contract Dispute / Trial of Preliminary Issues

Legal Issues

  1. 1 Whether clause 10.1 of the Master Agreement excludes liability for Polypearl's claimed losses
  2. 2 Whether clause 10.7 of the Master Agreement limits liability for Polypearl's claimed losses to £1,000,000

Ratio Decidendi

Clause 10.1 does not exclude liability for direct loss of profits arising from E. ON's breach; such losses are not deemed indirect by the wording in parenthesis. However, clause 10.7 clearly and unambiguously limits liability for direct losses, including loss of profit, to £1,000,000.

Court Disposition

Preliminary issues answered: (i) No, clause 10.1 does not exclude liability for the claimed losses; (ii) Yes, clause 10.7 limits liability for the claimed losses to £1,000,000.

Orders

  • Clause 10.1 of the Master Agreement does not exclude liability for Polypearl's losses claimed at paragraphs 10(i) and (ii) of the Particulars of Claim.
  • Clause 10.7 of the Master Agreement limits liability for Polypearl's losses claimed at paragraphs 10(i) and (ii) of the Particulars of Claim to £1,000,000.