Court Supreme Court | Citation(s) [2010] UKSC 44 | |
Judge(s) sitting Lord Phillips, Lord Rodger, Lord Walker, Lord Brown, Lord Mance, Lord Clarke, Sir John Dyson Similar Chartbrook Ltd v Persimm, The Diana Prosperity, Investors Compensation Scheme, Smith v Hughes | ||
Oceanbulk Shipping & Trading SA v TMT Asia Ltd [2010] UKSC 44 is an English contract law case concerning interpretation of contracts.
Contents
Facts
TMT and Oceanbulk had reached a written settlement agreement after a dispute in a series of freight forward contracts, but then disagreed about what the settlement meant as well. They had been in "without prejudice" negotiations. TMT argued that as an exception to the rule excluding "without prejudice" negotiations from consideration of construing the settlement agreement, they could be taken into account if they would ordinarily be admissible as part of the factual matrix or circumstances in construction of an agreement.
Judgment
The Supreme Court held there should be an exception to the without prejudice rule for facts communicated between the parties in the course of without prejudice negotiations where such facts would assist the court to construe an agreement that resulted from the negotiations.