Dynniq UK Ltd v Lancashire County Council

Dynniq UK Ltd v Lancashire County Council

The contract clearly provides that traffic safety and management costs are generally included in the prices for other items in the Price List and are only to be measured and paid for separately when instructed on a Task Order for the exclusive use by or for the benefit of the defendant or a third party. The claimant's interpretation is inconsistent with the clear language of sub-paragraph 2 (xxviii) and the Note at the start of Series 100. The exception is not surplusage or inoperative, and the bespoke provisions override any contrary standard form provisions.

Parties
Claimant: Dynniq UK Limited; Defendant: Lancashire County Council
Jurisdiction
England and Wales
Judgment Date
07 December 2017
Procedural Posture
Civil (contractual Interpretation) / Judgment on Part 8 Claim
Outcome
Claim dismissed in substantial part; limited declaration granted in terms of the contract's exception clause.
Legal Topics
Interpretation of Contractual Terms, Measurement and Payment Clauses, Bespoke Contract Amendments
Contract Law Construction Law Interpretation of Contractual Terms Measurement and Payment Clauses Bespoke Contract Amendments

Case Brief

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Parties

Dynniq UK Limited

Claimant

Lancashire County Council

Defendant

Procedural Posture

Civil (contractual Interpretation) / Judgment on Part 8 Claim

Legal Issues

  1. 1 Proper interpretation of sub-paragraph 2 (xxviii) of the Preamble and the Note at the start of Series 100 of the Price List in the contract between the parties
  2. 2 Whether traffic safety and management items are to be measured and paid for separately in all cases or only in the defined exception

Ratio Decidendi

The contract clearly provides that traffic safety and management costs are generally included in the prices for other items in the Price List and are only to be measured and paid for separately when instructed on a Task Order for the exclusive use by or for the benefit of the defendant or a third party. The claimant's interpretation is inconsistent with the clear language of sub-paragraph 2 (xxviii) and the Note at the start of Series 100. The exception is not surplusage or inoperative, and the bespoke provisions override any contrary standard form provisions.

Court Disposition

Claim dismissed in substantial part; limited declaration granted in terms of the contract's exception clause.

Orders

  • Declarations (a)(i) and (ii) refused.
  • Declaration in terms of the exception (as per sub-paragraph 2 (xxviii) and the Note) granted, with language to reflect the contract wording.