The interpretation of a settlement agreement

In Dragados UK Ltd v Port of Aberdeen [2025] CSOH 37, Lord Sandison held that the terms of an indemnity provision in a Settlement Agreement entered into between the parties had not been satisfied with the consequence that the pursuer was not entitled to seek an indemnity in respect of the costs which had been incurred. The pursuer was only entitled to bring a claim for an indemnity if the defender or the project manager had given instructions for the work to be done and, on the facts, no such instructions had been given. The case rests on the interpretation of one particular term in the Settlement Agreement and to that extent the authority of the case is confined to this particular contract. But the case does act as a reminder of the need to ensure that the terms of any indemnity provision have been satisfied before the expenditure which it is intended will trigger the operation of the indemnity provision is incurred.