Cases - Jones and another v Sherwood Computer Services plc
Record details
- Name
- Jones and another v Sherwood Computer Services plc
- Date
- [1992]
- Citation
- 2 AII ER 170, CA
- Legislation
- Keywords
- Agreement – payment determined by reference to sales – experts – experts’ decision final and binding – whether the accountants’ determination of amount of sales was final and binding
- Summary
-
This case concerned an agreement to purchase shares for consideration related to the amount of sales. The accountants were to determine the amount of sales acting as experts, such determination to be conclusive, final and binding for all purposes. The accountants, without giving reasons, determined an amount that was subsequently challenged on the basis that it had not taken into account transactions that ought to have been taken into account.
The Court of Appeal held that the parties had agreed to be bound by the report of an expert and that the report could not be challenged in the courts on the ground that mistakes had been made in its preparation unless it could be shown that the expert had departed from the instructions given in a material respect. The accountants had done precisely what they had been asked to do and there was no question of bad faith. Their determination was not therefore subject to challenge.