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Universal Sealants (UK) Ltd (t/a USL Bridgecare) v Sanders Plant And Waste Management Ltd

Citation: [2019] EWHC 2360 (TCC)

Background Facts​

  • Universal Sealants (UK) Ltd ("USL"), trading as USL Bridgecare, were a specialist contractor.

  • Sanders Plant and Waste Management Ltd ("Sanders"), were supplier of concrete.

  • USL was engaged to carry out works on the A1 Blaydon Haugh Viaduct in Gateshead.

  • USL ordered concrete from Sanders, specifying grade M50 concrete.

  • Sanders delivered concrete, but instead of M50 grade, they supplied ST5 grade, which was unfit for the intended purpose.

  • The concrete had to be broken out and replaced, causing additional costs.

  • USL claimed Sanders was in breach of contract for supplying the wrong concrete.

  • An adjudicator awarded USL £52,259 in damages.

  • Sanders resisted enforcement, arguing the adjudicator lacked jurisdiction because:

    • The contract did not contain an adjudication clause, and the statutory scheme should not apply.

    • The supply fell under an exclusion in s.105(2)(d) of the Housing Grants, Construction and Regeneration Act 1996 (HGCRA).

​Judgment

  • Outcome:

    • Summary judgment was refused; enforcement was denied.

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  • Key findings:

    • There was a real prospect of success in Sanders’ defence based on statutory exclusion under s.105(2)(d).

    • Section 105(2)(d) excludes contracts for the supply of materials (including concrete) unless they also provide for installation.

    • The court found that, although the concrete was delivered and poured into a channel, this did not amount to an "installation" under the Act — it was part of the delivery process.

    • Therefore, Sanders’ supply contract likely fell outside the definition of a "construction contract" under the Act, meaning the adjudicator had no jurisdiction.

General Principles Developed

  • Scope of "construction operations" under HGCRA:

    • Contracts solely for supply and delivery of materials fall outside the statutory adjudication regime unless they include installation obligations.

    • Delivery and immediate pouring of concrete on-site do not necessarily constitute "installation" — especially if no separate work or finishing is done by the supplier after delivery.

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  • Adjudicator’s jurisdiction:

    • An adjudicator only has jurisdiction if there is a construction contract within the meaning of s.104 HGCRA.

    • A party may resist enforcement by showing that the statutory adjudication framework did not apply because of exclusions.

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  • "Installation" interpretation:

    • "Installation" requires more than mere delivery or placement; it implies active work on or with the material beyond straightforward delivery.

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  • Contract formation and acceptance:

    • Silence or delivery in response to a purchase order may constitute acceptance by conduct, but issues of contract terms and scope remain relevant to jurisdiction questions.

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  • Enforcement approach:

    • Courts will refuse to enforce adjudication decisions where there is a genuine jurisdictional challenge with a real prospect of success.

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