Bates v Post Office Ltd (No 3) [2019] EWHC 606 (QB)

(BAILII entry available here)

This year, in the high profile dispute between the Post Office and many of its sub-postmasters, Fraser J considered what characteristics might signify that a contract is “relational”.

Having explained that the “circumstances of the relationship, defined by the terms of the agreement, set in its commercial context, is what decides whether a contract is relational or not” at paragraph 725 of a lengthy judgment Fraser J set out the characteristics which he felt were relevant when considering whether or not a contract was a relational one or not:

There must be no specific express terms in the contract that prevents a duty of good faith being implied into the contract; The contract will be a long-term one, with the mutual intention of the parties being that there will be a long-term relationship; The parties must intend that their respective roles be performed with integrity, and with fidelity to their bargain; The parties will be committed to collaborating with one another in the performance of the contract; The spirits and objectives of their venture may not be capable of being expressed exhaustively in a written contract; They will each repose trust and confidence in one another, but of a different kind to that involved in fiduciary relationships; The contract in question will involve a high degree of communication, co-operation and predictable performance based on mutual trust and...