Mileform Ltd v Interserve Security Ltd

Mileform Ltd v Interserve Security Ltd

There was no contractually binding oral exclusivity term incorporated into the agreement between Mileform and Interserve. Even if such a term had been discussed, the entire agreement clause in the written contract precluded its effect. Any alleged oral term as to exclusivity was too uncertain to be enforceable. Mileform's claim for breach in respect of Storage Services was compromised in August 2010. There was no breach of contract by Interserve in relation to the Security Product Services in the absence of an exclusivity provision.

Parties
Claimant: Mileform Limited; Defendant: Interserve Security Limited
Jurisdiction
England and Wales
Judgment Date
05 November 2013
Procedural Posture
Civil Contract / Judgment After Full Trial
Outcome
Claim dismissed
Legal Topics
Exclusivity Clauses, Entire Agreement Clauses, Contract Formation, Compromise of Claims, Authority of Agents
Contract Law Commercial Law Exclusivity Clauses Entire Agreement Clauses Contract Formation Compromise of Claims Authority of Agents

Case Brief

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Parties

Mileform Limited

Claimant

Interserve Security Limited

Defendant

Procedural Posture

Civil Contract / Judgment After Full Trial

Legal Issues

  1. 1 Whether the agreement included an orally agreed, contractually binding, express term appointing Mileform to supply services on an exclusive basis for two years
  2. 2 Whether the entire agreement clause precluded any such term from taking effect
  3. 3 Whether any term as to exclusivity was too uncertain to be contractually binding

Ratio Decidendi

There was no contractually binding oral exclusivity term incorporated into the agreement between Mileform and Interserve. Even if such a term had been discussed, the entire agreement clause in the written contract precluded its effect. Any alleged oral term as to exclusivity was too uncertain to be enforceable. Mileform's claim for breach in respect of Storage Services was compromised in August 2010. There was no breach of contract by Interserve in relation to the Security Product Services in the absence of an exclusivity provision.

Court Disposition

Claim dismissed