No declaration but ‘judicial guidance’—no duty of good faith (Quantum Advisory Ltd v Quantum Actuarial LLP)

Article summary

Commercial analysis: The long running saga between the parties as to the meaning and effect of a services agreement continues. This time, the claimant sought declarations, and no other relief, as to the obligations under the agreement, including that the defendant was under an express or implied duty of good faith. The High Court reminds us that declarations should be for practical rather than hypothetical reasons. Further, they must be the most effective way of resolving issues between parties. They are firmly a discretionary remedy that should not be treated as two a penny. His Honor Judge Jarman KC declined to make declarations regarding the scope of LLP’s obligations under clause 8.5 of the agreement. However, he did give ‘narrative guidance’ on the issues. Given the litigious history of the parties this was viewed as the most effective way of resolving the issues. He also cautioned the parties that commercial agreements require some compromise for them...