Trimast Holding Sarl v Tele Columbus GmbH

Trimast Holding Sarl v Tele Columbus GmbH

The termination of the hedging arrangements by execution of the Cancellation Agreements did not constitute Enforcement Action as defined in the Intercreditor Agreement, so clause 9.6 does not apply. Clause 10 governs, permitting Tele Columbus to pay the Closed-out Amounts to Trimast. The Standstill Agreement cannot alter the interpretation of the Intercreditor Agreement, and the request for a standstill was not a formal step in reorganisation or suspension of payments as contemplated by the definition of Enforcement Action.

Parties
Claimant: Trimast Holding Sarl; Defendant: Tele Columbus Gmbh
Jurisdiction
England and Wales
Judgment Date
28 July 2010
Procedural Posture
Civil / Judgment
Outcome
Declaration granted, subject to argument about the precise terms of the condition.
Legal Topics
Declaratory Relief, Interpretation of Intercreditor Agreements, Priority of Creditors, Hedging Agreements
Commercial Law Contract Law Declaratory Relief Interpretation of Intercreditor Agreements Priority of Creditors Hedging Agreements

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Parties

Trimast Holding Sarl

Claimant

Tele Columbus Gmbh

Defendant

Procedural Posture

Civil / Judgment

Legal Issues

  1. 1 Whether a declaration should be made regarding the meaning of a clause in the Intercreditor Agreement determining to whom a sum of money might become payable
  2. 2 Whether the Closed-out Amounts and accrued interest are due and payable by Tele Columbus to Trimast or subject to distribution by ING as security agent under the Intercreditor Agreement

Ratio Decidendi

The termination of the hedging arrangements by execution of the Cancellation Agreements did not constitute Enforcement Action as defined in the Intercreditor Agreement, so clause 9.6 does not apply. Clause 10 governs, permitting Tele Columbus to pay the Closed-out Amounts to Trimast. The Standstill Agreement cannot alter the interpretation of the Intercreditor Agreement, and the request for a standstill was not a formal step in reorganisation or suspension of payments as contemplated by the definition of Enforcement Action.

Court Disposition

Declaration granted, subject to argument about the precise terms of the condition.

Orders

  • Declaration that the Closed-out Amounts and accrued interest are due and payable by Tele Columbus to Trimast, subject to the Intercreditor Agreement and conditions to be determined.