Providence Building Services Limited v Hexagon Housing Association Limited
[2024] EWCA Civ 962
BNP Paribas Depository Services Limited & Anor v Briggs & Forrester Engineering Services Limited
18 November 2024
[2024] EWHC 2903 (TCC)
High Court
A company (B&F) was hired to upgrade a building's fire safety system. They stopped working, claiming the building owner (BNP) was at fault. A judge reviewed their contract and found B&F was responsible for the extra work they said caused the delay. Because B&F quit without good reason, they broke their contract.
Key Facts
- •BNP Paribas (BNP), as trustees, contracted with Briggs & Forrester Engineering Services (B&F) for stair pressurization works at City Tower, Manchester.
- •The contract involved asbestos removal works (ARWs), with a pre-existing asbestos survey (Eton RAS) and a quotation for limited ARWs (Woods quotation).
- •Disputes arose regarding the extent of B&F's obligations for further asbestos surveys and structural strengthening works.
- •B&F terminated the contract, alleging BNP's prevention of works due to the disputes.
- •BNP claimed declarations that B&F's termination was invalid and constituted a repudiatory breach.
Legal Principles
Contract interpretation principles, including the admissible factual matrix and the weight given to special conditions over general conditions in standard form contracts.
Chitty on Contracts, The Interpretation of Contracts by Sir Kim Lewison, Keating on Construction Contracts, Anglo Continental Educational Group (GB) Ltd v Capital Homes (Southern) Ltd [2009] EWCA Civ 218, Merthyr (South Wales) Limited v Merthyr Tydfil County BC [2019] EWCA Civ 256, A&V Building Solutions v J&B Hopkins [2023] EWCA Civ 54
Principles related to contract termination due to prevention, impediment, or default, including the requirement for the cause of suspension to be attributable to the employer's actions and not the contractor's negligence or default.
Multiplex Constructions (UK) Limited v Honeywell Control Systems Limited (No.2) [2007] BLR 195, North Midland Building Limited v Cyden Homes Limited [2018] EWCA Civ 1744, ABC Electrification v Network Rail Infrastructure Limited [2020] EWCA Civ 1645, Tata Consultancy Services Ltd v Disclosure and Barring Service [2024] EWHC 1185 (TCC), Adyard Abu Dhabi v SD Marine Services [2011] EWHC 848 (Comm)
The Control of Asbestos Regulations 2012 (CARs) and the Approved Code of Practice and Guidance (COPAG) were considered as part of the factual matrix, though their relevance to contractual interpretation was limited.
CARs and COPAG
Outcomes
BNP was entitled to declarations that B&F had no entitlement to serve the suspension and termination notices, and that B&F's actions constituted a repudiatory breach.
B&F's obligations for further asbestos surveys and structural works were determined to lie with B&F based on the contract's interpretation. The suspension of works was caused by B&F's default, not BNP's prevention.
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