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Hi,

My colleague is offering a client restitution for a variance in contract, without accepting liability.

However if they reject this and pursue loss of performance then this is much harder to quantify due to a number of variables but in exploring this may we speculate?:

 

if a speculative loss were deemed to be acceptable as a basis for compensation,

and the maximum loss were say to be £1300 over the 24 year period,

would this figure need to be paid upfront for losses that may or may not occur in the future

OR would the £1300 be due as a sum that would delivery £1300 by year +24 if invested and an allowance for inflation made?

 

eg £650 invested at 5% with 2% inflation would return close to £1300 in 24 years. So would the figure paid be £650 or £1300?

However,

Were the client to reject outright restitution:

The company is a limited company, it is endeavoring to pay full restitution (lets say that us £550) but it has no assets and is currently in administration and unlikely to trade again, the directors would want to see the client paid as the honourable thing to do and may consider a personal sum to cover that, although under no legal obligation to do so. As this is now a dispute the client will have to be informed as to the status of the company. But there would be little point taking the company to court as it is unable to defend itself the client could win in court either by default or on merit of its claim, the company would be unable to pay or afford to defend itself it would receive judgement against it and the debt would be filed against the company with the client unable to recover. In fact the client could win but the court find the company's original offer was fair and reasonable and consider the claim at worst vexatious or at best misguided and might consider it a waste of the courts resources?

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It depends on whether the customer terminates the contract. If the customer does not terminate, then it can only claim for accrued losses (and any future losses necessarily flowing from that) as the company could perform the rest of the contract in future. If your breach is sufficiently serious to enable the customer to terminate, and the customer then terminates, then I believe you would be liable for the full whack - 1300. I don't see why the party in breach of contract would get the benefit of a speculative adjustment for investment returns and inflation. It is difficult to give legal specifics when you haven't given factual specifics, but there are other ways of calculating damages available when the normal loss of expectations measure is speculative (e.g. cost of curing the defect or hiring someone else to do the work - see online summaries of Ruxley v Forsyth for discussion of when this might be awarded).

 

If you offer 650 but the client is awarded 1300 in court, that is not a vexatious claim. If anyone were to be awarded costs in that situation it would be the client. It doesn't matter that the company is insolvent and unable to satisfy the claim, the issue of payment is considered separately to the claim itself.

 

If you intend to fund part of the claim from personal assets or you think there is a risk the client might try and sue you personally for whatever reason, what you could do is have the company settle for 1300 and have the directors give a personal guarantee for 650 in exchange for the client's promise not to pursue the directors.

 

In any event, if the company is in administration it is under the control of the administrators, not the directors, the directors cannot control whether or not the administrator settles the client's claim.

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Firstly thank you for your response.

It depends on whether the customer terminates the contract. If the customer does not terminate, then it can only claim for accrued losses (and any future losses necessarily flowing from that) as the company could perform the rest of the contract in future.

The installation was performed over a year ago and at no time has the client suggested they considered the company in breach, until now. However they are unlikely to wish to terminate as the instalaltion is performing better than designed and will not cause them a loss.

 

 

If your breach is sufficiently serious to enable the customer to terminate, and the customer then terminates, then I believe you would be liable for the full whack - 1300.

I understand that if it terminates that it would be liable for the full cost of purchase which is much more.

However you consider it a breach and not a variance why is that?

I don't see why the party in breach of contract would get the benefit of a speculative adjustment for investment returns and inflation.

because the loss the client would have is based on a non guaranteed performance, and it is expected the modified installation would still meet the original guidance set out in the contract. Certainly the first year it made 15%+ above the projected non guaranteed return, the modification will likely mean it will still make 10% above in future. There is no guarantee of a return only a best guess.

It is difficult to give legal specifics when you haven't given factual specifics, but there are other ways of calculating damages available when the normal loss of expectations measure is speculative (e.g. cost of curing the defect or hiring someone else to do the work - see online summaries of Ruxley v Forsyth for discussion of when this might be awarded).

I understand, I will ask if I can be a little more explanatory.

If you offer 650 but the client is awarded 1300 in court, that is not a vexatious claim. If anyone were to be awarded costs in that situation it would be the client.

Agreed but the point was if it were awarded £650 then that is less than the cost involved in seeking a higher amount than the £550 the £550 is directly quantifiable as a proportion of the whole cost of the contract.

It doesn't matter that the company is insolvent and unable to satisfy the claim, the issue of payment is considered separately to the claim itself.

 

If you intend to fund part of the claim from personal assets or you think there is a risk the client might try and sue you personally for whatever reason, what you could do is have the company settle for 1300 and have the directors give a personal guarantee for 650 in exchange for the client's promise not to pursue the directors.

There is no basis for negligence on what basis can the directors be pursued? I think the directors were willing to pay up the client for restitution but would balk at a speculative loss.

 

In any event, if the company is in administration it is under the control of the administrators, not the directors, the directors cannot control whether or not the administrator settles the client's claim.

- yes my mistake the company is in dissolution (ceased trading)for almost a year through no direct fault of the directors but through a change in gov policy, but has no assets or a means to defend themselves. I believe there is only one secured creditor hmtax who has put the dissolution in suspension.
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This sounds a bit like solar panels to me , sorry if I am wrong, but all I wanted to say is that if the installation was carried out by a Ltd company and that company is now in administration there is nothing the directors should be arranging to pay it should be left to the administrators

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administration there is nothing the directors should be arranging to pay it should be left to the administrators
sorry it was apparently being dissolved under DS01 not administration. Don't apologise please.
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The installation was performed over a year ago and at no time has the client suggested they considered the company in breach, until now. However they are unlikely to wish to terminate as the instalaltion is performing better than designed and will not cause them a loss.

 

I understand that if it terminates that it would be liable for the full cost of purchase which is much more. However you consider it a breach and not a variance why is that?

 

because the loss the client would have is based on a non guaranteed performance, and it is expected the modified installation would still meet the original guidance set out in the contract. Certainly the first year it made 15%+ above the projected non guaranteed return, the modification will likely mean it will still make 10% above in future. There is no guarantee of a return only a best guess.

 

You cannot impose a variation on the other party without their consent. If the other party does not accept your variation, and your actions do not conform with the contract, then you are in breach of contract.

 

If you are obliged to make a modification and you do not do so, then you are liable for any loss the client suffers from not having the modification.

 

Agreed but the point was if it were awarded £650 then that is less than the cost involved in seeking a higher amount than the £550 the £550 is directly quantifiable as a proportion of the whole cost of the contract.

I don't understand your analysis. If you breach a contract, you have to pay damages to put that person in the position they would be in if you performed the contract properly. Sometimes this can be difficult to calculate and sometimes you can use an alternative basis for the calculation (i.e. the cost of someone else doing the modification), but calculation difficulties are not a reason why damages should be not awarded or discounted by the court.

 

Of course, if it is just a goodwill payment the legal analysis doesn't affect it.

 

There is no basis for negligence on what basis can the directors be pursued? I think the directors were willing to pay up the client for restitution but would balk at a speculative loss.

This would not be "restitution" in any legal sense. If the directors did want to go down the DS01 route, they would have to comply with the restrictions set out in s1004-6 Companies Act 2006, which basically says companies must not have been trading for the last three months and creditors have to be notified of the application before it goes through. If they comply, unlikely the directors would be liable to creditors. Unlike a liquidation, with a strike-off creditors could always apply to have the company restored to sue it but not worth doing if the company does not have assets.

 

If it is simply a case of the company running out of money, I would be careful about offering to pay from personal assets. The directors don't want to be giving personal guarantees.

 

- yes my mistake the company is in dissolution (ceased trading)for almost a year through no direct fault of the directors but through a change in gov policy, but has no assets or a means to defend themselves. I believe there is only one secured creditor hmtax who has put the dissolution in suspension.

 

sorry it was apparently being dissolved under DS01 not administration

A DS01 is a voluntary striking off applied for by the directors. It is generally used by solvent companies, it isn't really designed to deal with creditors. If company has run out of money the creditor will probably follow a different route such as a liquidation.

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Thank you Steampowered for your further comments.

 

You cannot impose a variation on the other party without their consent. If the other party does not accept your variation, and your actions do not conform with the contract, then you are in breach of contract.
What constitutes consent?

If the Variation was verbally agreed, and on that basis the client then used the variation to form a new contract with a third party, although the Installers contract was not changed in writing The client new, all recorded certificates applications and contracts thereafter were based on the variance and signed or accepted by the client, can the client absolve themselves of any knowledge and responsibility/acceptance for the change?

 

I don't understand your analysis. If you breach a contract, you have to pay damages to put that person in the position they would be in if you performed the contract properly. Sometimes this can be difficult to calculate and sometimes you can use an alternative basis for the calculation (i.e. the cost of someone else doing the modification), but calculation difficulties are not a reason why damages should be not awarded or discounted by the court.

 

Of course, if it is just a goodwill payment the legal analysis doesn't affect it.

 

It's the non quantifiable nature of the calculation, the original indicator of performance was not guaranteed, the system is out performing, technically there is no loss only a gain. Each year the system can be assessed to compare with the predicted figure, if it is less than this then its a loss but that could be affected by factors outside of the control of the system, equally it could return a gain. Any figures produced are purely predictive but the likely hood is the system will not form a loss. Therefore should a calculation be done each year to see if there is any loss or gain? Should that be relied upon to predict future loss or gain? That is why the clearest means is on the cost of purchase where it can be represented by the cost of purchase for the size of the system. proportionately reduce the cost of the system by the proportional change is size as a direct ration?

The client is then left with the same loss or gain risk as he had before for an exact proportional value of investment.

This would not be "restitution" in any legal sense. If the directors did want to go down the DS01 route, they would have to comply with the restrictions set out in s1004-6 Companies Act 2006, which basically says companies must not have been trading for the last three months and creditors have to be notified of the application before it goes through. If they comply, unlikely the directors would be liable to creditors. Unlike a liquidation, with a strike-off creditors could always apply to have the company restored to sue it but not worth doing if the company does not have assets.

At the time they of dissolution the business wasn't viable, they had lost their investment in time and equipment etc, they had no creditors and decided to DS01. The company hasn't traded since and complied with DS01. This current issue over compensation cam up 6 months after the DS01, unfortunately hmtax decided they hadn't received a payment despite knowing they had, and despite bank sending proof, wouldn't accept it until they found it in their system. This prevented the DS01 completing so now the company is technically dissolved but still and entity.

If it is simply a case of the company running out of money, I would be careful about offering to pay from personal assets. The directors don't want to be giving personal guarantees.

Ok this is difficult as the directors are not callous and want to do the right thing but equally I see that this alos opens a can of worms linking them to a separate legal entity?

 

A DS01 is a voluntary striking off applied for by the directors. It is generally used by solvent companies, it isn't really designed to deal with creditors. If company has run out of money the creditor will probably follow a different route such as a liquidation.

yes agreed I think that is answered above.

 

Thank you again it is finding a balance between doing things right and trying to be fair and being legally covered. I think you are saying that blurring those lines between personal and company are a line to avoid. But are you saying if a totally goodwill offer were made that would be outside any comeback between the directors and the company?

 

Thank you again

Edited by xeongas
to refer to certain points and spelling
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Hi Xeongas,

 

Thank you Steampowered for your further comments.

 

What constitutes consent?

If the Variation was verbally agreed, and on that basis the client then used the variation to form a new contract with a third party, although the Installers contract was not changed in writing The client new, all recorded certificates applications and contracts thereafter were based on the variance and signed or accepted by the client, can the client absolve themselves of any knowledge and responsibility/acceptance for the change?

 

I'm wary of giving a clear answer because I do not have all the information. In theory, verbal changes to written contracts are possible if both sides agree. There are obvious difficulties proving verbal agreements in court, but if you have evidence proving the variation that should be fine as long as the contract does not have a clause saying "all variations must be in writing".

 

It's the non quantifiable nature of the calculation, the original indicator of performance was not guaranteed, the system is out performing, technically there is no loss only a gain. Each year the system can be assessed to compare with the predicted figure, if it is less than this then its a loss but that could be affected by factors outside of the control of the system, equally it could return a gain. Any figures produced are purely predictive but the likely hood is the system will not form a loss. Therefore should a calculation be done each year to see if there is any loss or gain? Should that be relied upon to predict future loss or gain? That is why the clearest means is on the cost of purchase where it can be represented by the cost of purchase for the size of the system. proportionately reduce the cost of the system by the proportional change is size as a direct ration?

The client is then left with the same loss or gain risk as he had before for an exact proportional value of investment.

 

If you breach a contract, loss is calculated to compensate for that breach of contract. A court would look at the particular breach of contract, not the contract as a whole - it does not matter if the system overall is outperforming.

 

If the client terminates the contract because of the breach (and is entitled to do so), then he is entitled to be compensated for his (future) losses from the date of termination (known as the "expectation" measure of damages). If the client can come up with some sort of reasonable prediction of future loss then the court would go for that even if it is somewhat speculative, as the "expectation" measure is the primary measure of damages. If the expectation measure is impossible to assess then sometimes courts will look at the cost of purchase as an alternative way of calculating damages (known as the "reliance" measure of damages). If the client would retain some benefit from the product he would only get some of the cost of purchase under this measure.

 

I am reluctant to say much more as I do not know the full facts. If this is some sort of maintenance issue, I suggest the appropriate measure of damages is probably how much it would cost to get someone else to do the maintenance instead. The client is obliged to "mitigate his loss" and that would include paying someone else to fix the breach of contract if appropriate (leaving the company with the bill).

 

At the time they of dissolution the business wasn't viable, they had lost their investment in time and equipment etc, they had no creditors and decided to DS01. The company hasn't traded since and complied with DS01. This current issue over compensation cam up 6 months after the DS01, unfortunately hmtax decided they hadn't received a payment despite knowing they had, and despite bank sending proof, wouldn't accept it until they found it in their system. This prevented the DS01 completing so now the company is technically dissolved but still and entity.

The company has either been wound up or it still exists. There is no half way house. If you are unsure, you can check on the companies house direct website.

 

Ok this is difficult as the directors are not callous and want to do the right thing but equally I see that this alos opens a can of worms linking them to a separate legal entity?

 

yes agreed I think that is answered above.

 

Thank you again it is finding a balance between doing things right and trying to be fair and being legally covered. I think you are saying that blurring those lines between personal and company are a line to avoid. But are you saying if a totally goodwill offer were made that would be outside any comeback between the directors and the company?

You are right that there is a distinction to be drawn between what the directors are obliged to do (probably nothing if the company has no cash) and what they want to do. I think this payment should be fine as long as the directors make it clear what they are doing, to prevent the client from arguing that it was somehow an assumption of liability. I suggest that any payment is accompanied by an explanation making it clear that it is merely a "goodwill" payment and not an acceptance of liability.

 

All the best,

SP.

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I'm wary of giving a clear answer because I do not have all the information. In theory, verbal changes to written contracts are possible if both sides agree. There are obvious difficulties proving verbal agreements in court, but if you have evidence proving the variation that should be fine as long as the contract does not have a clause saying "all variations must be in writing".

I understand. What you are saying here there is nothing requiring variation in writing as far as I am aware. I think the acceptance of the variation is confirmed by the acceptance of the certificate specifying the part that was changed, and the system as installed rather than as per the contract was specified in the application with a third party whose contract the client had to sign.

It's after that that things are complicated by several events. However the client in accepting a compromise offer with the third party still using the variation in equipment specified again acknowledged the system was different to the contract, however whether this is relevant/material to the original occurrence I don't know, or whether this is viewed as separate to that.

 

If you breach a contract, loss is calculated to compensate for that breach of contract. A court would look at the particular breach of contract, not the contract as a whole - it does not matter if the system overall is outperforming.

 

If the client terminates the contract because of the breach (and is entitled to do so),

Ruxley v Forsyth you mentioned earlier the client didn't terminate the contract I presume they wouldn't have been able to because the overal pool fulfilled most of the expectations albeit it was marginally shallower than they wanted it didn't prevent them using it.

So I am a little confused here, the court looks at the overal use of the pool as not being materially affected, although the particular of the breach is that the pool is a percentage smaller than specified?

 

then he is entitled to be compensated for his (future) losses from the date of termination (known as the "expectation" measure of damages). If the client can come up with some sort of reasonable prediction of future loss then the court would go for that even if it is somewhat speculative, as the "expectation" measure is the primary measure of damages. If the expectation measure is impossible to assess then sometimes courts will look at the cost of purchase as an alternative way of calculating damages (known as the "reliance" measure of damages). If the client would retain some benefit from the product he would only get some of the cost of purchase under this measure.

In this instance the expectation is surely the prediction of the non guaranteed performance, should it outperform this that is a bonus not an expectation?

 

No it is not a maintenance issue.

 

The company has either been wound up or it still exists. There is no half way house. If you are unsure, you can check on the companies house direct website.

In that case it still exists as HMTax have prevented the dissolution. However the company has not traded since it was set in dissolution and has no assets. it cannot afford to defend itself in court nor would it be able to pay any settlement imposed as it has no assets. Hmtax are unsecured creditors(although I explained they are apparently not owed anything) and presumably any settlement imposed by any court for the third party would be as an unsecured creditor?

 

You are right that there is a distinction to be drawn between what the directors are obliged to do (probably nothing if the company has no cash) and what they want to do. I think this payment should be fine as long as the directors make it clear what they are doing, to prevent the client from arguing that it was somehow an assumption of liability. I suggest that any payment is accompanied by an explanation making it clear that it is merely a "goodwill" payment and not an acceptance of liability.

 

All the best,

SP.

Thank you that is very helpful. I am hoping I will be allowed to provide a more explanatory answer to the breach aspect but I am grateful for that which has been provided. I know it is quite complex and resolves around terms in a third legislative document that are not clear.

Edited by xeongas
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I think the acceptance of the variation is confirmed by the acceptance of the certificate specifying the part that was changed, and the system as installed rather than as per the contract was specified in the application with a third party whose contract the client had to sign.

It's after that that things are complicated by several events.[snip]

Whether the client accepted a variation is a question of fact that would be decided by the judge. Note that there would have to be some benefit to the client for accepting this variation or it wouldn't be enforceable.

 

Ruxley v Forsyth you mentioned earlier the client didn't terminate the contract I presume they wouldn't have been able to because the overal pool fulfilled most of the expectations albeit it was marginally shallower than they wanted it didn't prevent them using it.

So I am a little confused here, the court looks at the overal use of the pool as not being materially affected, although the particular of the breach is that the pool is a percentage smaller than specified?

The law is as follows. For breach of contract your normally get "expectation" damages. The claimant can ask for "reliance" or "cost of cure" damages if there is some good reason for calculating damages in that way (e.g. it is too difficult to calculate "expectation" damages). However, "cost of cure" damages cannot be disproportionate (in Ruxley, he couldn't get the full cost of digging up the swimming pool and deepening it again because this would be disproportionate to his loss).

 

In this instance the expectation is surely the prediction of the non guaranteed performance, should it outperform this that is a bonus not an expectation?

You don't look at the contract as a whole, you look at the particular breach of contract. If your breach causes the customer loss you are expected to compensate for that loss, regardless of whether the rest of the contract is doing well.

 

In that case it still exists as HMTax have prevented the dissolution. However the company has not traded since it was set in dissolution and has no assets. it cannot afford to defend itself in court nor would it be able to pay any settlement imposed as it has no assets. Hmtax are unsecured creditors(although I explained they are apparently not owed anything) and presumably any settlement imposed by any court for the third party would be as an unsecured creditor?

Yes, unless there is some particular reason why the directors would be liable (e.g. fraud, deliberate concealment of assets, breach of duty to manage the company in good faith) but this would be unusual.

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Whether the client accepted a variation is a question of fact that would be decided by the judge. Note that there would have to be some benefit to the client for accepting this variation or it wouldn't be enforceable.

 

 

The law is as follows. For breach of contract your normally get "expectation" damages. The claimant can ask for "reliance" or "cost of cure" damages if there is some good reason for calculating damages in that way (e.g. it is too difficult to calculate "expectation" damages). However, "cost of cure" damages cannot be disproportionate (in Ruxley, he couldn't get the full cost of digging up the swimming pool and deepening it again because this would be disproportionate to his loss).

So until a judge rules the breach or variation is not a certainty?

 

If a breach had been established and the breach is less than 1% of the contract value they would struggle to reject? Had they not achieved the third party contract the breach would have resulted in the installation being unusable and they could have rejected but that is not the case.

 

Ruxley also didn't get "expectation" damages either they got a third option? Loss of amenity, but how was loss of amenity any easier to work out than loss of expectation surely they would be similar?

 

You don't look at the contract as a whole, you look at the particular breach of contract. If your breach causes the customer loss you are expected to compensate for that loss, regardless of whether the rest of the contract is doing well.

If there is a loss. The cost of replacing what has caused the loss is say £200 however as a proportion of the investment the loss is £540 something, which has been offered. If we then look at expectation they are then considering the prediction of a forward loss on the income the investment will return.

 

OK -There was no certain knowledge at the time that the breach would have caused the client loss. Technically it would have improved their likelihood of achieving the prediction of return and the product replaced was of higher value not lesser without charge.

 

The client will have to also factor the cost of litigation for the benefit he expects to gain from the litigation and likelihood of realising that benefit which he may or may not be entitled to.

 

Thank you Steampowered. I would add to your Rep but I seem unable to. I think you have been very explanatory and helpful without knowing the whole story.

Edited by xeongas
missed point
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So until a judge rules the breach or variation is not a certainty?

Yes. For a contract variation both sides have to agree, and both sides have to get some sort of benefit. Sometimes you have cases where it isn't clear whether the sides actually agreed to anything in which case the judge would have to rule on the dispute.

 

If a breach had been established and the breach is less than 1% of the contract value they would struggle to reject? Had they not achieved the third party contract the breach would have resulted in the installation being unusable and they could have rejected but that is not the case.

 

Ruxley also didn't get "expectation" damages either they got a third option? Loss of amenity, but how was loss of amenity any easier to work out than loss of expectation surely they would be similar?

If the breach is a tiny part of the contract value they cannot terminate the contract, but they could still sue for damages if the breach of contract has caused loss.

 

Loss of amenity is a sub-category of "expectation" damages. The idea is that people should get something added to their expectation damages to compensate people for things like inconvenience. You can only get this kind of compensation in contracts designed to provide enjoyment. In other contracts you are restricted to economic loss (so you can get compensation for the stress of dealing with a holiday-gone-wrong but not for the stress of buying a faulty car or a faulty solar panel). This is really a separate issue and probably not relevant for this case as it sounds like a standard economic loss issue.

 

If there is a loss. The cost of replacing what has caused the loss is say £200 however as a proportion of the investment the loss is £540 something, which has been offered. If we then look at expectation they are then considering the prediction of a forward loss on the income the investment will return.

 

The client is required to take reasonable steps to mitigate his loss. If he can make good your breach of contract by paying someone else to fix it for £200 then he is expected to do that, and can only claim the £200.

 

OK -There was no certain knowledge at the time that the breach would have caused the client loss. Technically it would have improved their likelihood of achieving the prediction of return and the product replaced was of higher value not lesser without charge.

If you already fixed the breach I don't see why there is a problem. The issue is whether your breach of contract caused the client loss.

 

The client will have to also factor the cost of litigation for the benefit he expects to gain from the litigation and likelihood of realising that benefit which he may or may not be entitled to.

Yes. Most people are not inclined to start litigation over piddly amounts, especially when they would be claiming against a company that has no money anyway.

Thank you Steampowered. I would add to your Rep but I seem unable to. I think you have been very explanatory and helpful without knowing the whole story.

No worries, glad it was helpful and good luck.

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