Time at large — Liquidated damages — Delay to progress — No delay to completion caused by employer’s breaches — Termination of sub-contractor’s employment — Accrued rights to liquidated damages at termination — Whether liquidated or common law damages recoverable for period after termination — Contractual notice for liquidated damages.
Battle of forms — Enquiries — Invitation to treat — Offer — Purchase order — Supply of materials — Incorporation of terms — By signature, reasonable notice or course of dealings — Document must refer to terms — Later delivery dockets contractually irrelevant — Implied terms — Custom of trade — Requirements to prove customary term — Implied term of merchantability.
Injunctions — Quia timet — Declarations — Need for participation in process being objected to — Prematurity of applications — Any useful purpose for declaration — Need for clear definition of issues — Imminent threat required.
Partnership — Dissolution of partnership — Creation of new partnership — Later creation of limited liability partnership (LLP) — Liability of LLP for advice given by first partnership prior to dissolution — No ongoing retainer surviving dissolution of first partnership — No obligation to review previous legal advice — No liability of LLP for previous legal advice given by dissolved partnership.
Part 36 offer — Period for acceptance — Inclusion in offer of phrase requiring consent of offeror or court’s permission after period for acceptance expired — Rejection of offer — Purported acceptance — Whether offer remained open for acceptance — Whether true Part 36 offer — Whether action stayed.
Indemnity clause — Indemnity in asset purchase agreement — Judgment entered by consent — Extent of indemnity — Estoppel — Whether claimant required to show estoppel when defendant caused judgment between claimant and third party to be entered.