Where a joint venture agreement provides a two-stage valuation process with a Determining Valuer to make the final determination, and a 'manifest error' exception applies to the final determination, errors in first-stage valuations cannot be challenged unless they have a bearing on the final determination of Fair Market Value. The test in Legal & General Life v Hudson — whether the valuation was made in accordance with the contract — must be applied having regard to the specific contractual scheme, including what the parties agreed should be the consequence of non-compliance. The question left open is whether a contractual expert determination can be challenged for lack of independence short of dishonesty under a clause of this kind.
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