No Oral Modification Clauses – Firmly Set In Stone

MWB Business Exchange Centres Ltd v Rock Advertising Ltd

The case of MWB Business Exchange Centres Ltd v Rock Advertising Limited saw the Supreme Court make a ruling on a fundamental issue in the law of contract. It held that a clause in a contract that required modifications to that contract in writing and signed by the parties invalidated a subsequent oral agreement to amend the contract.

Facts

Rock Advertising Limited ("Rock") licenced office space owned by MWB Business Exchange Centres Limited ("MWB"). Rock sought to expand its business and entered into an agreement with MWB to occupy a larger premises. The contract contained a No Oral Modification ("NOM") clause that required all modifications to the contract to be in writing. Rock fell behind with licence payments and so the parties entered into an oral agreement where Rock would pay less than the original sum for a period of time and then would pay more to clear arrears. MWB disputed this agreement and