Conditions precedent: when clear drafting can save you time and money

A condition precedent is a clause in a contract that provides that the contract, or certain obligations in the contract, will only be enforceable if and when certain conditions are met. A common example in the construction sector is the content and timing of a contractor's notice of events as a first step in claiming extra time or money where non-compliance prevents the contractor from recovering its entilement. Conditions precedent are a useful contractual tool but they must be drafted clearly to be effective.

The case of WW Gear Construction Ltd v McGee Group Ltd raised a short but important issue regarding the interpretation of conditions precedent. The trade contractor argued that the wording of the condition precedent was meaningless and therefore should not be enforced. Notwithstanding obvious mistakes in the drafting, the judge decided that the condition precedent was valid. Although the case arises from a construction dispute involving a JCT contract, it is also of more general interest to anyone using a condition precedent.

Wragge & Co's experts examine the decision further and provide some additional points to consider.