Pavilion Property Trustees Ltd & Anor v Urban & Civic Projects Ltd [2018] EWHC 1759 (Ch) (17 July 2018)

Pavilion Property Trustees Ltd & Anor v Urban & Civic Projects Ltd [2018] EWHC 1759 (Ch) (17 July 2018)

The Defendant did not establish that communications after 14 January 2016 were expressly or impliedly without prejudice. The parties' conduct after the extended deadline did not amount to a waiver of the time limit or an agreement to further extend it. The Defendant failed to refer the dispute to an Independent Expert within the agreed time, and is therefore deemed to have accepted the Claimants' profit share calculation of zero under the DMA.

Citation
[2018] EWHC 1759 (Ch)
Parties
Claimant: Pavilion Property Trustees Limited; Claimant: Pavilion Trustees Limited; Defendant: Urban & Civic Projects Limited
Jurisdiction
England and Wales
Judgment Date
17 July 2018
Procedural Posture
Commercial Contract Dispute / High Court Trial Judgment
Outcome
Claim allowed
Legal Topics
Development Management Agreement, Profit Share Calculation, Time Limits for Dispute Referral, Without Prejudice Communications
Contract Law Property Law Development Management Agreement Profit Share Calculation Time Limits for Dispute Referral Without Prejudice Communications

Case Brief

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Parties

Pavilion Property Trustees Limited

Claimant

Pavilion Trustees Limited

Claimant

Urban & Civic Projects Limited

Defendant

Procedural Posture

Commercial Contract Dispute / High Court Trial Judgment

Legal Issues

  1. 1 Whether the Defendant lost its right to refer a profit share dispute to an Independent Expert under the DMA due to time limits
  2. 2 Whether communications after 14 January 2016 were expressly without prejudice and thus inadmissible
  3. 3 Whether the Defendant is precluded from disputing the Claimants' profit share calculation

Ratio Decidendi

The Defendant did not establish that communications after 14 January 2016 were expressly or impliedly without prejudice. The parties' conduct after the extended deadline did not amount to a waiver of the time limit or an agreement to further extend it. The Defendant failed to refer the dispute to an Independent Expert within the agreed time, and is therefore deemed to have accepted the Claimants' profit share calculation of zero under the DMA.

Court Disposition

Claim allowed

Orders

  • The Defendant is precluded from referring the profit share dispute to an Independent Expert under the DMA.
  • The Defendant is deemed to have accepted the Claimants' calculation of zero profit share.