CA 2024 002410 - [2025] EWCA Civ 1374

There are four grounds of appeal. First, it is said that the judge erred in fact in deciding that the Coal Authority could not reduce a zone of influence on a case by case basis or as a result of representations being made to it or otherwise by a change in the relevant dataset, where there was no evidence to that effect and the evidence was to the contrary. In this regard, Mr Jackson places emphasis upon paragraph 1.4 of the Guidance Note, Mr Breathnach’s attendance note of 29 July 2021, the approach of RSK Geosciences in seeking a reduction and the manner in which the approaches were received by the Coal Authority. Secondly, it is said that the judge erred in law in interpreting the phrase “Zone of Influence” as speaking only as at the point of sale rather than prospectively with reference to such reduction as may have been made subsequently. Thirdly, and alternatively, it is said that he erred in concluding that where the Coal Authority could not lawfully or properly reduce a zone of influence, Schedule 4 of the Agreement led to commercial absurdity sufficient to warrant a purposive as opposed to a literal construction of the Agreement. Lastly, insofar as necessary, it is said that the judge erred in determining that the trigger for the payment of the Released Land Value was the 15 September Letter and/or that that was consistent with the submissions made on Westfield’s behalf.

By a Respondent’s Notice, dated 23 December 2024, Harworth seeks to uphold the judge’s order on the additional bases that: even on Westfield’s construction, the Released Land value was due as a result of the Coal Authority’s 7 September 2022 letter (the content of which is identical to the 15 September Letter); and the rectification claim should succeed on the basis of the judge’s findings at [21] and [56] of his judgment, there being a common intention that payment would be made in the event that the Coal Authority did not object to the placement of static caravans in the Zone of Influence. The judge’s concern that the outward expression of accord was the same as the terms of the agreement was misplaced.