Terminating A Contract: Waivers And Requisite Knowledge

In URE Energy Limited v Notting Hill Genesis [2024] EWHC 2537 (Comm), the Court held that the Claimant, an energy company, had not waived its right to terminate an electricity supply contract following an amalgamation at the customer despite its continued performance for six months after the termination event, as it did not have the requisite knowledge of its right to terminate.

The decision is a reminder of the importance of understanding the termination rights under a contract and ensuring that these are not inadvertently waived.

Background

The Claimant entered into a 4-year energy supply contract with a customer (the "Contract"). The Contract included a provision which allowed the Claimant to terminate if the customer "passed a resolution for its winding up which shall include amalgamation... (other than a solvent amalgamation... approved in advance by the Supplier)".