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- Heading
- Simon Birt KC
- Factual background
- The period post 19 June 2021
- The issues
- The trial
- Certain matters of background and context
- Were the SPA and the ROFR legally binding agreements?
- SPA – intention to create legal relations
- SPA – alleged lack of certainty
- The ROFR
- Conclusion on the legally binding nature of the SPA and ROFR
- Terms of the SPA
- The “Electronic Settlement Implied Term”
- The “Co-operation Implied Term”
- Was time of the essence?
- Was the SPA varied such that settlement was to be effected electronically through JP Morgan?
- Has the SPA been terminated?
- Specific Performance
- Was performance of the ROFR contingent upon performance of the SPA?
- Other matters
- The Model Code and “dealing”
- Damages
- The experts’ views
- Discussion
- Mitigation
- Conclusion on damages
- Conclusions