BDW Trading Ltd (t/a Barratt North London) v JM Rowe (Investments) Ltd

BDW Trading Ltd (t/a Barratt North London) v JM Rowe (Investments) Ltd

The right to rescind under clause 6.2 arose automatically when Rowe failed to pay the sums due to A&L by the long-stop date. Barratt's own breaches did not cause the non-payment, and the contract expressly limited the circumstances in which the right to rescind could be lost. Barratt did not affirm the contract or lose the right to rescind by continuing negotiations. Rowe was not entitled to damages as the breaches were not causative of its loss.

Parties
Claimant/respondent: BDW Trading Limited (T/A Barratt North London); Defendant/appellant: JM Rowe (Investments) Limited
Jurisdiction
England and Wales
Judgment Date
12 May 2011
Procedural Posture
Civil Appeal / Appeal From High Court Judgment
Outcome
Appeal dismissed; High Court judgment affirmed.
Legal Topics
Rescission of Contract, Breach of Contract, Election and Waiver, Construction of Contract Terms
Contract Law Property Law Rescission of Contract Breach of Contract Election and Waiver Construction of Contract Terms

Case Brief

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Parties

BDW Trading Limited (T/A Barratt North London)

Claimant/respondent

JM Rowe (Investments) Limited

Defendant/appellant

Procedural Posture

Civil Appeal / Appeal From High Court Judgment

Legal Issues

  1. 1 Whether Barratt validly exercised its right to rescind the contract under clause 6.2 due to non-payment by Rowe to A&L by the long-stop date
  2. 2 Whether Barratt was precluded from rescinding due to its own breaches ('own wrong' principle)
  3. 3 Whether Barratt lost the right to rescind by election or affirmation of the contract

Ratio Decidendi

The right to rescind under clause 6.2 arose automatically when Rowe failed to pay the sums due to A&L by the long-stop date. Barratt's own breaches did not cause the non-payment, and the contract expressly limited the circumstances in which the right to rescind could be lost. Barratt did not affirm the contract or lose the right to rescind by continuing negotiations. Rowe was not entitled to damages as the breaches were not causative of its loss.

Court Disposition

Appeal dismissed; High Court judgment affirmed.

Orders

  • Barratt validly rescinded the contract; Rowe's counterclaim for specific performance and damages dismissed.