Goldman Sachs International v Videocon Global Ltd & Anor
2014
COMMERCIAL COURT
United Kingdom
CORAM
- MR. JUSTICE TEARE
Areas of Law
- Contract Law
- Banking and Finance Law
2014
COMMERCIAL COURT
United Kingdom
CORAM
AI Generated Summary
Goldman Sachs pursued a second summary judgment against Videocon for a sum under ISDA agreements terminated due to non-payment. Initially, summary judgment was denied due to insufficient calculation details. After providing further details, the court held that the delay violated the 'on or as soon as reasonably practicable' requirement but ruled that late notice does not invalidate the claim, making the sum payable.
Judgment
Mr. Justice Teare :
This is an application by the Claimant, Goldman Sachs, for summary judgment against the Defendants, Videocon Global Limited and Videocon Industries Limited. Unusually, this is the Claimant’s second attempt at securing summary judgment.
The Claimant’s claim is for US$4,066,542.90, plus interest and costs, being the sum said to be owing to the Claimant under a series of ISDA Master Agreement based currency swaps which were duly terminated as of 2 December 2011 after the First Defendant failed to pay margin calls. The Claimant claims the same amount from the Second Defendant under a guarantee. By notice dated 14 December 2011 the Claimant set out some calculations of the sum claimed in purported compliance with clause 6(d) of the ISDA Master Agreement.
As a result of the decision of Mr. Knowles CBE QC (as he then was) in September 2013 on the first summary judgment application ( [2013] EWHC 2843 (Comm) ) there is no dispute that the Defendants are, in principle, liable to the Claimant. However, Mr. Knowles held that in breach of clause 6(d) of the ISDA Master Agreement the Claimant had failed to give the Defendants sufficient details of how the sum claimed had been calculated. The Claimant was not therefore entitled to summary judgment for the sum claimed.
On 7 March 2014 the Claimant provided the Defendants with further details of how the sum claimed had been calculated. There is no longer any suggestion that the Defendants lack sufficient details of the sum claimed. It is the service of those further details which justifies this second attempt at securing summary judgment.
However, Mr. Wheeler, on behalf of the Defendants submitted that in breach of clause 6(d) the further details had not been provided “on or as soon as reasonably practicable” following the Early Termination Date. Indeed the details were served well over two years after the Early Termination Date. It was therefore submitted that the Claimant had not complied with the contractual conditions for the sum to become due for payment and in consequence the Claimant cannot claim payment and is not entitled to summary judgment.
In response to this argument Mr.Yeo, on behalf of the Claimant, took four points. First, he submitted that it was unarguable that the further details had not been provided “on or as soon as reasonably practicable” following the Early Termination Date. Second, if such a contention is arguable then, on the true construction of the ISDA Mast