Download agreed sum and specific performance

CONTRACT LECTURE 14
REMEDIES PART 2
C STRICKLAND
Track/slide 10
Specific performance is also only available on the basis that
‘he who comes to equity comes with clean hands’ – one has to
remember that specific performance is an equitable remedy and so equitable maxims apply.
So, the court may refuse specific performance if it thinks the claimant’s behaviour has been
‘tricky’ or ‘unfair’.
This equitable point was explored in Quadrant Visual Communications Ltd v Hutchinson
Telephone (UK) Ltd 1993. The plaintiff’s appeal was against an order refusing specific
performance of a contract and payment of £1.2263 million with interest. In the contract it
specified that the sum was to be payable ‘free from any equity, cross claim, set off or other
deduction whatsoever’. It was held that the words ‘any equity’ covered the concept of
coming to equity with clean hands. However, it was also held that whilst this part of the
contract might bind the parties to the contract, once the issue was before the court, then when
specific performance has been requested, the court’s discretion to award it or not could not be
fettered by reference to the contents of the contract. Otherwise, the court would simply be
rubber stamping the contract. The appeal was dismissed.