GIAN ANGELO PERRUCCI v ORLEAN INVEST HOLDING LIMITED

GIAN ANGELO PERRUCCI v ORLEAN INVEST HOLDING LIMITED

The defence based on the alleged Oral Conditions has a real prospect of success and should proceed to trial; the defence based on the Implied Term and the failure to provide services does not. The CSA, read with the Side Letter, terminates upon repayment of the loan, so damages are limited to the earlier of 2 December 2023 or the loan repayment date. Permission to amend the defence to add new grounds is refused. No conditional order for payment into court is made.

Parties
Claimant: Gian Angelo Perrucci; Defendant: Orlean Invest Holding Limited
Jurisdiction
England and Wales
Judgment Date
02 August 2022
Procedural Posture
Commercial Claim (breach of Contract) / Summary Judgment Application and Application to Amend Defence
Outcome
Summary judgment refused in respect of the claim; summary judgment granted in respect of certain grounds of defence; permission to amend defence refused.
Legal Topics
Summary Judgment, Repudiatory Breach, Implied Terms, Contract Construction, Damages Assessment
Contract Law Commercial Law Summary Judgment Repudiatory Breach Implied Terms Contract Construction Damages Assessment

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Parties

Gian Angelo Perrucci

Claimant

Orlean Invest Holding Limited

Defendant

Procedural Posture

Commercial Claim (breach of Contract) / Summary Judgment Application and Application to Amend Defence

Legal Issues

  1. 1 Whether the defence based on alleged oral/implied/collateral terms (Oral Conditions and Implied Term) has a real prospect of success
  2. 2 Whether the claimant is entitled to summary judgment for damages for breach of the Consultancy Services Agreement (CSA)
  3. 3 Proper construction of the CSA and Side Letter regarding quantum and termination

Ratio Decidendi

The defence based on the alleged Oral Conditions has a real prospect of success and should proceed to trial; the defence based on the Implied Term and the failure to provide services does not. The CSA, read with the Side Letter, terminates upon repayment of the loan, so damages are limited to the earlier of 2 December 2023 or the loan repayment date. Permission to amend the defence to add new grounds is refused. No conditional order for payment into court is made.

Court Disposition

Summary judgment refused in respect of the claim; summary judgment granted in respect of certain grounds of defence; permission to amend defence refused.

Orders

  • Defence to proceed only on the ground relating to the alleged Oral Conditions and quantum of damages as construed; other grounds struck out or summarily determined against Orlean.
  • Permission to amend the defence refused.