Trafigura Beheer BV v Renbrandt Ltd

Summary judgment may be granted where the defendant has no real prospect of successfully defending the claim and there is no other compelling reason for trial. A hybrid jurisdiction and arbitration clause must be construed commercially. An arbitration time bar directed principally to claims about quantity or quality does not prevent a claim for a declaration of non-liability arising after the alleged claim has itself been made. A conclusive inspection certificate will generally be upheld where the contract makes it final and binding. A claim that the claimant has not broken the contract does not accrue on a particular date for limitation purposes.

The claimant sought summary judgment and declarations concerning a cargo of gasoil supplied under a contract governed by English law. The contract provided for exclusive English jurisdiction, a short arbitration time bar, and a final and binding certificate of quality. The defendant appeared at the hearing and resisted the application on grounds including defective service, arbitration, the breadth and limitation of the declarations, and the existence of a real prospect of defending the claim.

The central issues were whether summary judgment could proceed, whether the claim fell within the arbitration provision, and whether the defendant had any real prospect of establishing liability in respect of the cargo.

1. Summary judgment. The court granted permission to apply for summary judgment. The evidence concerning Nigerian law was served too late, was unsigned and gave no information about the proposed expert’s qualifications. It therefore had no evidential status. Service was treated as valid. The protective purpose of CPR 24.4(1) did not apply where the time for acknowledging service had expired and no jurisdiction challenge had been issued.
2. Arbitration clause. Clause 20 was a poorly drafted hybrid jurisdiction clause. Its arbitration provision principally addressed the buyer’s claims concerning quantity and quality. It did not apply to a declaration of non-liability, which could only sensibly be sought after a claim had been made. The contrary construction would leave the claimant without a contractual remedy where the defendant brought a time-barred claim in a non-contractual forum and would produce a commercially absurd result.
3. Prospects of defence. The defendant had no real prospect of successfully defending the claim. The independent certificate established that the cargo complied with the contractual sulphur specification and was final and binding under clause 14. The court relied on the purpose of such clauses, namely to achieve finality in reliance on a proper independent certificate. The defendant had also failed to submit a quality claim within five days, so any such claim was waived and absolutely barred. In addition, any claim was barred by section 5 of the Limitation Act 1980.
4. The proposed declaration of total non-liability was too broad, but this was curable by suitable wording and was not a reason for trial. A declaration concerning quality liability would serve a useful purpose in the related Nigerian proceedings and EFCC petition. The application was granted, and the parties were directed to seek agreement on the form of the declaration.