Co-Operative Group (Cws) Ltd. (Formerly Co-Operative Wholesale Society Ltd.) v International Computers Ltd. [2003] EWHC 1 (TCC) (13 January 2003)

Co-Operative Group (Cws) Ltd. (Formerly Co-Operative Wholesale Society Ltd.) v International Computers Ltd. [2003] EWHC 1 (TCC) (13 January 2003)

No binding contract was formed between CWS and ICL for the GlobalSTORE project after the transfer of engagements. The parties never agreed all essential terms, and both intended to reduce the agreement to writing but failed to do so. The work performed was governed by the existing CRS Agreement, which passed to CWS. Accordingly, CWS's claim for repudiatory breach and misrepresentation fails.

Citation
[2003] EWHC 1 (TCC)
Parties
Claimant: Co-Operative Group (CWS) Limited; Defendant: International Computers Limited
Jurisdiction
England and Wales
Judgment Date
13 January 2003
Procedural Posture
Commercial Contract Dispute / High Court Trial Judgment
Outcome
Claim dismissed; counterclaim dismissed
Legal Topics
Contract Formation, Repudiatory Breach, Misrepresentation, Novation, Limitation of Liability, Entire Agreement Clauses
Contract Law Commercial Law IT Law Contract Formation Repudiatory Breach Misrepresentation Novation Limitation of Liability +1 more

Case Brief

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Parties

Co-Operative Group (CWS) Limited

Claimant

International Computers Limited

Defendant

Procedural Posture

Commercial Contract Dispute / High Court Trial Judgment

Legal Issues

  1. 1 Whether a binding contract was formed between CWS and ICL for the GlobalSTORE project after the transfer of engagements from CRS to CWS
  2. 2 Whether ICL was in repudiatory breach of contract
  3. 3 Whether CWS was entitled to damages for breach or misrepresentation

Ratio Decidendi

No binding contract was formed between CWS and ICL for the GlobalSTORE project after the transfer of engagements. The parties never agreed all essential terms, and both intended to reduce the agreement to writing but failed to do so. The work performed was governed by the existing CRS Agreement, which passed to CWS. Accordingly, CWS's claim for repudiatory breach and misrepresentation fails.

Court Disposition

Claim dismissed; counterclaim dismissed

Orders

  • CWS's claim is dismissed in its entirety.
  • ICL's counterclaim is dismissed.