Cases - Lomax Leisure Ltd v Fabric London Ltd
Record details
- Name
- Lomax Leisure Ltd v Fabric London Ltd
- Date
- [2003]
- Citation
- EWHC 307
- Legislation
- Keywords
- Adjudication - indemnity - declaratory relief - administration - liquidation - company voluntary arrangement
- Summary
-
This was an action commenced by Lomax for a declaration that it was entitled to be indemnified by Fabric for claims arising out of a construction contract.
Lomax held a lease on a property and appointed a building contractor known as Marpaul to carry out construction works in relation to a development of that property.
Disputes arose between Lomax and Marpaul. Marpaul became insolvent and the building contract was terminated. Another contractor was then appointed to complete the works. Subsequently Lomax went into administration. As part of the disposal of Lomax's assets, the benefit of the lease and the building contract was sold to Fabric. The following clause was included in the contract of assignment:
'The Purchaser (Fabric) shall carry out and complete the Contracts with effect from the Transfer Date for its own account and shall keep the Vendor (Lomax) and the Administrator indemnified against all actions claims costs proceedings and demands in the extract of the Contracts and all the Assets or made against or incurred by the Vendor and/or the Purchaser and/or the Administrator.'
Claims were made against Lomax by Marpaul, which Lomax sought to recover from Fabric under the terms of the above indemnity.
The judge concluded that the above clause did entitle Lomax to an indemnity for all actions, claims, costs, proceedings and demands 'made against the Vendor'. Therefore he gave the declaratory relief sought by Lomax.