RTI Ltd v MUR Shipping BV

RTI Ltd v MUR Shipping BV

Absent clear contractual wording, a reasonable endeavours proviso in a force majeure clause does not require the affected party to accept an offer of non-contractual performance from the other party; the focus is on steps to achieve contractual performance, not alternative performance.

Parties
Respondent: RTI Ltd; Appellant: MUR Shipping BV
Jurisdiction
England and Wales
Judgment Date
15 May 2024
Procedural Posture
Appeal / Supreme Court Judgment
Outcome
Appeal allowed
Legal Topics
Force Majeure, Reasonable Endeavours, Non Contractual Performance, Freedom of Contract, Interpretation of Contractual Clauses
Contract Law Commercial Law Force Majeure Reasonable Endeavours Non Contractual Performance Freedom of Contract Interpretation of Contractual Clauses

Case Brief

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Parties

RTI Ltd

Respondent

MUR Shipping BV

Appellant

Procedural Posture

Appeal / Supreme Court Judgment

Legal Issues

  1. 1 Does a reasonable endeavours proviso in a force majeure clause require the affected party to accept an offer of non-contractual performance from the other contracting party?
  2. 2 Is clear wording required for a party to forego valuable contractual rights under a force majeure clause?

Ratio Decidendi

Absent clear contractual wording, a reasonable endeavours proviso in a force majeure clause does not require the affected party to accept an offer of non-contractual performance from the other party; the focus is on steps to achieve contractual performance, not alternative performance.

Court Disposition

Appeal allowed

Orders

  • MUR Shipping BV's appeal is allowed.
  • RTI Ltd is not entitled to damages for breach based on MUR's refusal to accept payment in euros.