Clark Street Associates LLC v Norsk Titanium AS

Clark Street Associates LLC v Norsk Titanium AS

CSA is entitled to commission under paragraph 1(b) of Exhibit A to the Consulting Agreement because the US$125 million monetary grant allocated by the State to FSMC was 'actually received' and all of it was spent by FSMC in providing services for Norsk’s benefit. The value of services was equal to the grant, satisfying the contractual requirements. The commission was due within the Tail Period, and the calculation is based on the aggregate grant amount.

Parties
Claimant: Clark Street Associates LLC; Defendant: Norsk Titanium AS
Jurisdiction
England and Wales
Judgment Date
30 April 2020
Procedural Posture
Commercial Claim / Final Judgment
Outcome
Judgment for the Claimant
Legal Topics
Consultancy Agreements, Commission Entitlement, Contractual Interpretation, Monetary Grants, Tail Period
Contract Law Commercial Law Consultancy Agreements Commission Entitlement Contractual Interpretation Monetary Grants Tail Period

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Parties

Clark Street Associates LLC

Claimant

Norsk Titanium AS

Defendant

Procedural Posture

Commercial Claim / Final Judgment

Legal Issues

  1. 1 Whether CSA is entitled to commission under the Consulting Agreement for monetary grants received by FSMC for Norsk's benefit
  2. 2 Interpretation of 'Award' and 'services for Norsk’s benefit' under the Consulting Agreement
  3. 3 Application of the Tail Period clause to commission entitlement

Ratio Decidendi

CSA is entitled to commission under paragraph 1(b) of Exhibit A to the Consulting Agreement because the US$125 million monetary grant allocated by the State to FSMC was 'actually received' and all of it was spent by FSMC in providing services for Norsk’s benefit. The value of services was equal to the grant, satisfying the contractual requirements. The commission was due within the Tail Period, and the calculation is based on the aggregate grant amount.

Court Disposition

Judgment for the Claimant

Orders

  • CSA is entitled to commission calculated by reference to US$125 million, amounting to US$12.05 million.
  • Commission was due on 13 April 2016 and payable within 30 days after that.