Kippax Ltd v Glasgow Harbour Development Ltd [2014] ScotCS CSOH_29 (19 February 2014)

Kippax Ltd v Glasgow Harbour Development Ltd [2014] ScotCS CSOH_29 (19 February 2014)

The variation provisions in clauses 2.2 and 2.3 of the DSA do not permit alteration of the location of the car parking spaces to be purchased by the defender; any such alteration requires a properly agreed and authenticated amendment to the DSA. The letter of 11 March 2009 did not constitute a valid request for approval under clause 2.2, and thus the defender is not deemed to have agreed to the revised layout.

Citation
[2014] ScotCS CSOH_29
Parties
Pursuer: Kippax Limited; Defender: Glasgow Harbour Development Limited
Jurisdiction
Scotland
Judgment Date
19 February 2014
Procedural Posture
Commercial Contract Dispute / Opinion Following Debate on Declarator
Outcome
Declarator refused; case put out by order for further resolution on dismissal or decree of absolvitor and expenses.
Legal Topics
Variation of Contract, Interpretation of Contractual Terms, Deeming Provisions, Sale of Land
Contract Law Property Law Variation of Contract Interpretation of Contractual Terms Deeming Provisions Sale of Land

Case Brief

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Parties

Kippax Limited

Pursuer

Glasgow Harbour Development Limited

Defender

Procedural Posture

Commercial Contract Dispute / Opinion Following Debate on Declarator

Legal Issues

  1. 1 Whether the variation provisions in clauses 2.2 and 2.3 of the Development and Sale Agreement (DSA) allow alteration of the location of car parking spaces to be purchased by the defender
  2. 2 Whether the defender is deemed to have agreed to a revised car park layout by failing to respond to a letter enclosing the revised plan

Ratio Decidendi

The variation provisions in clauses 2.2 and 2.3 of the DSA do not permit alteration of the location of the car parking spaces to be purchased by the defender; any such alteration requires a properly agreed and authenticated amendment to the DSA. The letter of 11 March 2009 did not constitute a valid request for approval under clause 2.2, and thus the defender is not deemed to have agreed to the revised layout.

Court Disposition

Declarator refused; case put out by order for further resolution on dismissal or decree of absolvitor and expenses.