Cadogan Petroleum Holdings Ltd v Global Process Systems LLC

摘要

Sale of goods - Property passed to buyer -Sums paid and owing to seller - Whether seller entitled to recover sums payable and to retain sums paid and the subject matter following termination of sale contract -Construction of contract - Relief from forfeiture - Rule against penalties - Total failure of consideration. Under purchase contracts dated 16 July 2008 the defendant, GPS, agreed to sell two gas condensate plants to two companies in the Ukraine, Astro and Usenco, which were wholly-owned subsidiaries of the claimant, Cadogan. Those agreements were replaced in April and May 2009 by two contracts between GPS and Cadogan under which GPS was to manufacture and supply, and Cadogan would buy, the two gas plants, with Cadogan selling those plants on to Astro and Usenco.