Contract Interpretation in UK Law

Leading Cases
  • Marks and Spencer Plc v BNP Paribas Securities Services Trust Company (Jersey) Ltd
    • Supreme Court
    • 02 Dic 2015

    If one approaches the question by reference to what the parties would have agreed, one is not strictly concerned with the hypothetical answer of the actual parties, but with that of notional reasonable people in the position of the parties at the time at which they were contracting. Secondly, a term should not be implied into a detailed commercial contract merely because it appears fair or merely because one considers that the parties would have agreed it if it had been suggested to them.

  • Wood v Capita Insurance Services Ltd
    • Supreme Court
    • 29 Mar 2017

    It has long been accepted that this is not a literalist exercise focused solely on a parsing of the wording of the particular clause but that the court must consider the contract as a whole and, depending on the nature, formality and quality of drafting of the contract, give more or less weight to elements of the wider context in reaching its view as to that objective meaning.

    Textualism and contextualism are not conflicting paradigms in a battle for exclusive occupation of the field of contractual interpretation. Rather, the lawyer and the judge, when interpreting any contract, can use them as tools to ascertain the objective meaning of the language which the parties have chosen to express their agreement. The extent to which each tool will assist the court in its task will vary according to the circumstances of the particular agreement or agreements.

  • Investors Compensation Scheme Ltd v West Bromwich Building Society
    • House of Lords
    • 19 Jun 1997

    (1) Interpretation is the ascertainment of the meaning which the document would convey to a reasonable person having all the background knowledge which would reasonably have been available to the parties in the situation in which they were at the time of the contract.

  • Rainy Sky SA and Others v Kookmin Bank
    • Supreme Court
    • 02 Nov 2011

    If there are two possible constructions, the court is entitled to prefer the construction which is consistent with business common sense and to reject the other.

  • Reardon Smith Line Ltd v Yngevar Hansen-Tangen (trading as H. E. Hansen-Tangen)
    • House of Lords
    • 07 Oct 1976

    No contracts are made in a vacuum: there is always a setting in which they have to be placed. In a commercial contract it is certainly right that the court should know the commercial purpose of the contract and this in turn presupposes knowledge of the genesis of the transaction, the background, the context, the market in which the parties are operating.

  • Arnold v Britton and Others
    • Supreme Court
    • 10 Jun 2015

    Fourthly, while commercial common sense is a very important factor to take into account when interpreting a contract, a court should be very slow to reject the natural meaning of a provision as correct simply because it appears to be a very imprudent term for one of the parties to have agreed, even ignoring the benefit of wisdom of hindsight. The purpose of interpretation is to identify what the parties have agreed, not what the court thinks that they should have agreed.

See all results
Legislation
  • Consumer Rights Act 2015
    • England & Wales
    • 1 de Enero de 2015
    ...... 1 . Consumer contracts for goods, digital content and services PART 1 . Consumer contracts for ...(c) where Chapter 4 applies, sections 55 and 56. S-59 . Interpretation 59 Interpretation . (1) These definitions apply in this Part (as well ......
  • Immigration Act 2016
    • UK Non-devolved
    • 1 de Enero de 2016
    ...... S-3 . Non-compliance in the labour market etc: interpretation 3 Non-compliance in the labour market etc: interpretation . (1) For the ... . (a) under a contract of employment,. . . (b) under a contract of apprenticeship,. . . (c) ......
  • Corporate Insolvency and Governance Act 2020
    • UK Non-devolved
    • 1 de Enero de 2020
    ...... (d) (d) wages or salary arising under a contract of employment, . (e) (e) redundancy payments, or . (f) (f) debts or ... subject to the affirmative procedure (see section 29 of the Interpretation and Legislative Reform (Scotland) Act 2010 (asp 10)). . (9) In this ......
  • Unfair Contract Terms Act 1977
    • UK Non-devolved
    • 1 de Enero de 1977
    ......differences to arbitration is not to be treated under this Part of. this Act as excluding or restricting any liability. S-14 . Interpretation of Part I. 14 Interpretation of Part I. . . In this Part of this Act— . ‘business’ includes a profession and the activities of any ......
See all results
Books & Journal Articles
  • Industrial Conflict and the Nature of Labour Contracts
    • Núm. 5-2, Febrero 1983
    • Employee Relations
    • 23-27
    It is the author's view that industrial conflict arises in the specification and interpretation of the labour contract, whether this be at shop floor or national level.
    ......Addi-tional terms may specify institutional arrangements for ad-ministration, interpretation and enforcement of the agree-ment. The sources of incompleteness in the contract follow from the need to incorporate flexibility into the agreement. ......
  • Article 17 of the Fifa Regulations on the Status and Transfer of Players
    • Núm. 22-2, Abril 2015
    • Maastricht Journal of European and Comparative Law
    Article 17 of the FIFA Regulations on the Status and Transfer of Players governs the consequences of a unilateral termination of a professional footballer's employment contract without just cause. ...
    ......interpretation of this measure by the Cour t of Arbitration for Sport, and the manner ... Articles13 to 18 of those Regu lations are aimed at securing contract st ability between a player and his club.  e Swiss-based Cou rt of ......
  • A Purposive Approach to Employment Protection or a Missed Opportunity?
    • Núm. 75-3, Mayo 2012
    • The Modern Law Review
    This note discusses how far the Supreme Court judgment in Autoclenz Ltd v Belcher and others provides grounds for a purposive interpretation of the contract of employment for employment protection ...
    ...... Ltd v Belcher and others provides grounds for a purposive interpretation of the contract of employment for emplo yment protection purposes, or ......
  • Regressing into the right direction: Non-contractual claims in proceedings between contracting parties under Article 7 of the Brussels Ia Regulation
    • Núm. 28-3, Junio 2021
    • Maastricht Journal of European and Comparative Law
    This case comment addresses the interpretation of ‘matters relating to a contract’ in the EU law of civil jurisdiction, contained in the Brussels Ia Regulation. Recently, this topic received renewe...
    ...... between contracting parties under Article 7 of the Brussels Ia Regulation Michiel Poesen* Abstract This case comment addresses the interpretation of ‘matters relating to a contract’ in the EU law of civil jurisdiction, contained in the Brussels Ia Regulation. Recently, this topic received ......
See all results

VLEX uses login cookies to provide you with a better browsing experience. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. ACCEPT