Johnson & Anor v Secunda & Anor

Johnson & Anor v Secunda & Anor

The agreement as extended did not entitle the respondents to pipeline commission earned but not received during the extended period after the option to purchase was not exercised. There was no necessity to imply such a term for business efficacy, and the judge erred in doing so.

Parties
Appellant: Johnson & Anr; Respondent: Secunda & Anr
Jurisdiction
England and Wales
Judgment Date
17 November 2009
Procedural Posture
Civil Appeal / Appeal From County Court Judgment
Outcome
Appeal allowed
Legal Topics
Implied Terms, Interpretation of Contracts, Business Sale Agreements, Pipeline Commission
Contract Law Implied Terms Interpretation of Contracts Business Sale Agreements Pipeline Commission

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 2 Party arguments 2 Amounts and remedies 3
Sign in to unlock

Parties

Johnson & Anr

Appellant

Secunda & Anr

Respondent

Procedural Posture

Civil Appeal / Appeal From County Court Judgment

Legal Issues

  1. 1 Whether the agreement or its extension entitled the respondents to pipeline commission earned but not received during the extended period after the option to purchase was not exercised
  2. 2 Whether the trial judge erred by implying a term into the agreement regarding pipeline commission

Ratio Decidendi

The agreement as extended did not entitle the respondents to pipeline commission earned but not received during the extended period after the option to purchase was not exercised. There was no necessity to imply such a term for business efficacy, and the judge erred in doing so.

Court Disposition

Appeal allowed

Orders

  • Judgment for the claimant in the sum of £22,643.04 set aside; precise substituted figure to be determined after further submissions
  • Costs order against appellants to be revisited in light of outcome