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braganzaloan agreementsimplied terms
SpiceJet refers to UBS AG v Rose Capital Ventures Ltd
[2018] EWHC 3137 (Ch)
Key Principle
Where a sophisticated commercial loan agreement between parties of broadly equal bargaining strength confers an express, clearly worded absolute discretion (here to demand early repayment on notice), the court will not imply a Braganza duty of rationality/good faith, because such a term is neither necessary for business efficacy nor so obvious as to go without saying.
Area of Law
General
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