Wednesday 7 – Thursday 8 December 2022
By Appellant’s Notice filed on 4 November 2021, the Defendant (“D”/”HOK”) appeals the Order of HHJ Pearce (High Court, Chancery Division) dated 14 October 2021 by which HHJ Pearce declared that there was no contract between the parties (referred to as the “Master Wholesale Agreement); that C’s unilateral actions amounted to a repudiatory breach; that the reasonable notice period to terminate the contract would have been 3 months as at 20 December 2018.
Factual Background – C, (Zymurgorium Ltd, (“ZL”) is a company established in 2016 in order to produce gins and like products. From late 2015 to late 2018 Hammonds of Knutsford (HoK) and ZL had a commercial relationship, associated with rapid expansion of ZL. The core terms of the relationship were never reduced to writing. HOK said that there was such a contract as a result of a meeting on 16 November 2015, which was subsequently varied. The relationship ended abruptly and acrimoniously when HOK discovered that ZL was supplying another wholesaler. HOK treated this as a repudiatory breach and by letter dated 20 December 2018 purported to accept the breach. ZL said that there was no overarching contract, and even if there was an overarching contract that was relational, HOK was in breach of it by developing a product range called Imaginaria.