INCREMENTAL GROUP LTD AGAINST HIETA TECHNOLOGIES LTD [2021] ScotCS CSOH_13 (29 January 2021)

INCREMENTAL GROUP LTD AGAINST HIETA TECHNOLOGIES LTD [2021] ScotCS CSOH_13 (29 January 2021)

The court held that the defender was not entitled to terminate the contract for repudiatory breach, as the pursuer had not fundamentally failed to perform its contractual obligations. The delays and additional costs were attributable to evolving requirements and lack of clarity from the defender, and the contract was for an 'out of the box' solution with no customisation. The pursuer was entitled to rescind the contract for the defender's material breach in purporting to terminate without justification and failing to pay sums due. The pursuer was entitled to payment for work done and damages for breach of contract.

Citation
[2021] ScotCS CSOH_13
Parties
Pursuer: Incremental Group Ltd; Defender: HiETA Technologies Ltd
Jurisdiction
Scotland
Judgment Date
29 January 2021
Procedural Posture
Commercial Contract Dispute / Outer House, Court of Session, Opinion
Outcome
Pursuer succeeds; defender's counterclaim dismissed
Legal Topics
Repudiatory Breach, Material Breach, Termination of Contract, Damages for Breach of Contract, Declarator, Time and Materials Contracts, Scope of Work, Change Control, Warranty Exclusion
Contract Law Commercial Law Repudiatory Breach Material Breach Termination of Contract Damages for Breach of Contract Declarator Time and Materials Contracts +3 more

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Parties

Incremental Group Ltd

Pursuer

HiETA Technologies Ltd

Defender

Procedural Posture

Commercial Contract Dispute / Outer House, Court of Session, Opinion

Legal Issues

  1. 1 Whether the defender was entitled to terminate the contract for repudiatory breach
  2. 2 Whether the pursuer was entitled to rescind the contract for material breach by the defender
  3. 3 Whether either party was entitled to damages for breach of contract

Ratio Decidendi

The court held that the defender was not entitled to terminate the contract for repudiatory breach, as the pursuer had not fundamentally failed to perform its contractual obligations. The delays and additional costs were attributable to evolving requirements and lack of clarity from the defender, and the contract was for an 'out of the box' solution with no customisation. The pursuer was entitled to rescind the contract for the defender's material breach in purporting to terminate without justification and failing to pay sums due. The pursuer was entitled to payment for work done and damages for breach of contract.

Court Disposition

Pursuer succeeds; defender's counterclaim dismissed

Orders

  • Declarator that the pursuer was entitled to rescind the contract for material breach by the defender
  • Order for payment of sums due under the contract to the pursuer