Justice Leggatt's decision is consistent with another recent case, Jacobs UK Ltd v Skidmore Owings & Merrill LLP, [2012] EWHC 3293, where the Technology and Construction Court thought that a duty to perform in good faith could arise as a matter of 'mutual commercial conduct'.
There is a good overview of the Canadian law on this subject in Rio Algom Ltd v Canada (AG), 2012 ONSC 550.
http://www.bailii.org/ew/cases/EWHC/TCC/2012/3293.html
http://www.canlii.org/en/on/onsc/doc/2012/2012onsc550/2012onsc550.html
Neil Guthrie
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From: Colin Liew [mailto:colinliew@gmail.com]
Sent: 04 February 2013 10:47
To: James Lee
Cc: obligations@uwo.ca
Subject: Re: A Duty of Good Faith in English Contract Law?
Dear all,
It is interesting to note that the plaintiff was a Singapore company. Singapore law, like English law, is also traditionally hostile to a doctrine of implied good faith in contract law (Ng Giap Hon v Westcomb Securities Pte Ltd [2009] 3 SLR(R) 518, a decision of the Court of Appeal), although a few first instance decisions in the High Court appear to be more receptive. As I argue in a forthcoming article in the Singapore Journal of Legal Studies, I think a doctrine of good faith is possible under Singapore (and by extension, English) contract law.
Kind regards,
Colin
On Mon, Feb 4, 2013 at 10:19 PM, James Lee <j.s.f.lee@bham.ac.uk> wrote:
Dear ODG Members,
Although it is only a first instance decision, the judgment of Leggatt J in Yam Seng PTE Ltd v International Trade Corporation Ltd [2013] EWHC 111 (QB) http://www.bailii.org/ew/cases/EWHC/QB/2013/111.html might be of interest to colleagues, as it purports to be the first English consideration of a general obligation to perform contractual obligations in good faith (from [119]ff). The facts concerned a distribution rights agreement in respect of "Manchester United" branded toiletries throughout various territories. Leggatt J raises questions regarding the "traditional English hostility", surveying comparative materials, and concludes that an implied duty may be possible, although context-specific. (at [145]). "there is in my view nothing novel or foreign to English law in recognising an implied duty of good faith in the performance of contracts. It is consonant with the theme identified by Lord Steyn as running through our law of contract that reasonable expectations must be protected". Having concluded that one party was in breach of the agreement and acted in bad faith, the judge then makes some interesting observations about the measure of damages.
Best wishes,
James
--
James Lee
Lecturer and Director of Careers
Academic Fellow of the Inner Temple
Birmingham Law School
University of Birmingham
Edgbaston
Birmingham
B15 2TT, United Kingdom
Tel: +44 (0)121 414 3629
E-mail: j.s.f.lee@bham.ac.uk<mailto:j.s.f.lee@bham.ac.uk>
Web: http://www.birmingham.ac.uk/staff/profiles/law/lee-james.aspx