English contract law cases of 2022
In this briefing, we take a look at the important contract law cases from this year and consider what they mean for commercial parties.
In another year of economic and political uncertainty, contract law has remained stable. Not much has changed. We’ve seen the English courts uphold basic principles of contract law, providing some useful reminders along the way, and deliver some welcome clarity in relation to implied duties of good faith.
Despite some novel arguments, the difficulty of claiming relief for pandemic-related disruption (without an express contractual provision to rely on) remains clear. Whether a party can exercise a right under a contract always depends on the facts, the commercial context and, most importantly, the terms of the contract itself. The court will not re-write contracts in light of the circumstances which later arise.
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Broadly speaking, this reinstates the old five-stage test in the Westernport [1977] UKPC 13, i.e. the proposed term must: 1) be reasonable and equitable; and 2) be necessary to give business efficacy to the contract; and/or 3) be so obvious that goes without saying; and 4) be capable of clear expression and be formulated with sufficient precision; and 5) not be inconsistent with, much less contradict, an express term.