Rock Advertising Limited v MWB Business Exchange Centres Limited
[2018] UKSC 24
The parties entered into a contract which included a clause that
all variations to the contract "must be agreed, set out in
writing and signed on behalf of both parties before they take
effect". Such a clause is called a "No Oral
Modification" clause. The issue in this case was whether the
clause was effective. One of the parties argued that it was not
because: "(i) a variation of an existing contract is itself a
contract; (ii) precisely because the common law imposes no
requirements of form on the making of contracts, the parties may
agree informally to dispense with an existing clause which imposes
requirements of form; and (iii) they must be taken to have intended
to do this by the mere act of agreeing a variation informally when
the principal agreement required writing". Those arguments
have been accepted in other countries, such as Australia, Canada
and Germany and also found favour
