Anchor 2020 Ltd v Midas Construction Ltd [2019] EWHC 435 (TCC) (01 March 2019)

Anchor 2020 Ltd v Midas Construction Ltd [2019] EWHC 435 (TCC) (01 March 2019)

A binding contract was formed on 21 July 2014 when Midas signed and returned the contract documents, as essential terms were objectively agreed and parties' conduct evidenced intention to be bound; the Risk Register did not constitute a counter-offer and was not a fundamental contract document.

Citation
[2019] EWHC 435 (TCC)
Parties
Claimant: Anchor 2020 Limited; Defendant: Midas Construction Limited
Jurisdiction
England and Wales
Judgment Date
01 March 2019
Procedural Posture
Commercial Construction Contract Dispute / Trial of Preliminary Issues
Outcome
Binding contract found to have been formed on 21 July 2014; preliminary issues determined in favour of Anchor.
Legal Topics
Contract Formation, Quantum Meruit, Risk Allocation, Letters of Intent, JCT Design and Build Contract
Contract Law Construction Law Contract Formation Quantum Meruit Risk Allocation Letters of Intent JCT Design and Build Contract

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Parties

Anchor 2020 Limited

Claimant

Midas Construction Limited

Defendant

Procedural Posture

Commercial Construction Contract Dispute / Trial of Preliminary Issues

Legal Issues

  1. 1 Whether a binding contract was formed on 21 July 2014
  2. 2 Whether the Risk Register formed part of the contract documents
  3. 3 Basis for valuation of works after expiry of Letters of Intent

Ratio Decidendi

A binding contract was formed on 21 July 2014 when Midas signed and returned the contract documents, as essential terms were objectively agreed and parties' conduct evidenced intention to be bound; the Risk Register did not constitute a counter-offer and was not a fundamental contract document.

Court Disposition

Binding contract found to have been formed on 21 July 2014; preliminary issues determined in favour of Anchor.

Orders

  • Valuation of works to be in accordance with the contract entered into on 21 July 2014.
  • Risk Register not a fundamental contract document; excluded risks not transferred to Anchor.