Clipper Logistics Group Ltd v Monsoon Accessorize Ltd [2011] EWHC 419 (Ch) (03 March 2011)

Clipper Logistics Group Ltd v Monsoon Accessorize Ltd [2011] EWHC 419 (Ch) (03 March 2011)

Clause 13.1.1 of the Settlement Agreement does not require Monsoon to have had interest, fines, or penalties actually imposed by HMRC before claiming indemnity for costs and expenses. Costs and expenses properly incurred as a result of Clipper's breach of clause 7.1.7, including those incurred in mitigation or...

Source-derived case information.

Citation
[2011] EWHC 419 (Ch)
Parties
Claimant: Clipper Logistics Group Limited; Defendant: Monsoon Accessorize Limited
Jurisdiction
England and Wales
Judgment Date
03 March 2011
Procedural Posture
Commercial Contract Dispute (preliminary Issue) / Judgment on Preliminary Issue After Compromise of Other Claims
Outcome
Preliminary issue determined in favour of Monsoon (Defendant).
Legal Topics
Interpretation of Indemnity Clauses, Construction of Settlement Agreements, Mitigation of Loss, Contractual Indemnities
Contract Law Commercial Law Interpretation of Indemnity Clauses Construction of Settlement Agreements Mitigation of Loss Contractual Indemnities

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Parties

Clipper Logistics Group Limited

Claimant

Monsoon Accessorize Limited

Defendant

Procedural Posture

Commercial Contract Dispute (preliminary Issue) / Judgment on Preliminary Issue After Compromise of Other Claims

Legal Issues

  1. 1 Whether clause 13.1.1 of the Settlement Agreement requires actual imposition of interest, fines, or penalties by HMRC before Monsoon can claim indemnity for costs and expenses from Clipper.
  2. 2 Whether costs and expenses incurred in mitigation or avoidance of such liabilities are covered by the indemnity.

Ratio Decidendi

Clause 13.1.1 of the Settlement Agreement does not require Monsoon to have had interest, fines, or penalties actually imposed by HMRC before claiming indemnity for costs and expenses. Costs and expenses properly incurred as a result of Clipper's breach of clause 7.1.7, including those incurred in mitigation or avoidance of such liabilities, are covered by the indemnity.

Court Disposition

Preliminary issue determined in favour of Monsoon (Defendant).

Orders

  • It is declared that on the true construction of clause 13.1.1 of the Settlement Agreement, Monsoon is entitled to indemnity for costs and expenses properly incurred as a result of Clipper's breach of clause 7.1.7, even if no interest, fines, or penalties have been imposed by HMRC.