Hard Rock Ltd and Hard Rock Cafe International (STP) Inc -v- HRCKY Ltd [2013] JRC 244B (19 December 2013)

Hard Rock Ltd and Hard Rock Cafe International (STP) Inc -v- HRCKY Ltd [2013] JRC 244B (19 December 2013)

The franchise agreement was lawfully terminated by the first plaintiff for non-payment of sums due, as the five-day cure period in the notice of 11 June 2013 referred to calendar days, not business days. The defendant admitted sums were due and did not tender payment. The express terms of the agreement were clear...

Source-derived case information.

Citation
[2013] JRC 244B
Parties
First Plaintiff: Hard Rock Limited; Second Plaintiff: Hard Rock Café International (USA), Inc.; Defendant: Hard Rock Café (Cayman Islands) Ltd
Jurisdiction
Jersey
Judgment Date
19 December 2013
Procedural Posture
Summary Judgment and Strike Out Applications / Interlocutory
Outcome
Summary judgment granted in part for the plaintiffs; balance to be determined at trial.
Legal Topics
Franchise Agreements, Summary Judgment, Termination of Contract, Implied Terms, Good Faith, Counterclaim, Interest on Debt
Contract Law Commercial Law Franchise Agreements Summary Judgment Termination of Contract Implied Terms Good Faith Counterclaim +1 more

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Summary, issues, holding and outcome

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Parties

Hard Rock Limited

First Plaintiff

Hard Rock Café International (USA), Inc.

Second Plaintiff

Hard Rock Café (Cayman Islands) Ltd

Defendant

Procedural Posture

Summary Judgment and Strike Out Applications / Interlocutory

Legal Issues

  1. 1 Whether the franchise agreement was lawfully terminated for non-payment under its terms
  2. 2 Whether the notice period for cure was properly calculated as calendar days or business days
  3. 3 Whether an implied term of good faith modifies the express termination provisions

Ratio Decidendi

The franchise agreement was lawfully terminated by the first plaintiff for non-payment of sums due, as the five-day cure period in the notice of 11 June 2013 referred to calendar days, not business days. The defendant admitted sums were due and did not tender payment. The express terms of the agreement were clear and not modified by any implied term of good faith. There was no bona fide defence or counterclaim to the principal sum of $90,000, though quantum above that amount is arguable and reserved for trial.

Court Disposition

Summary judgment granted in part for the plaintiffs; balance to be determined at trial.

Orders

  • Summary judgment for the plaintiffs in the sum of $90,000 plus contractual interest as per the franchise agreement.
  • Leave to amend the order of justice to claim damages.