In this month’s legal updates, Sophie Brookes, partner at Gateley plc, examines the ruling in TP Icap over disclosures in share sale agreements, disputed parties to a contract over Ferrari sale and changes coming for directors of dissolved companies
Buyer's notice of claim failed to disclose ‘reasonable detail’
The High Court has once again refused to allow a buyer's claim for breach of the warranties in a share purchase agreement on the basis that the buyer's notice of claim failed to meet the requirements set out in the agreement.
Background
A string of cases have consistently shown that the success (or failure) of a buyer’s claim for breach of warranty may turn on whether or not the buyer complies with the relevant contractual provisions about making a claim and, in particular, the provisions concerning the contents and service of the relevant notice of claim.
The key point, as highlighted in RWE Nukem Limited v AEA Technology plc [2005] EWHC 78, is that ‘every notification clause turns on its own individual wording’ so the buyer must ensure that it strictly follows that wording and meets the specific requirements of the relevant agreement.
