A recent Commercial Court decision in the case of Tullow Ghana Ltd v Vallourec Oil and Gas France SAS [2025] EWHC 3059 (Comm) has provided critical clarification on the incorporation of standard terms and conditions in energy supply chain contracts. As reported on April 15, 2026, the court rejected a supplier’s argument that a “battle of the forms” scenario had arisen, and its standard terms applied because it sent the “last shot.”
The ruling emphasizes that parties seeking to incorporate their standard terms must ensure that any “final agreement” clearly states those terms are included. Simply relying on sending the final document is not sufficient to guarantee that those terms will apply.
This decision is particularly important for international trade, as the exclusion of implied terms can significantly limit a buyer’s rights. It serves as a vital reminder for businesses engaged in global supply chains to carefully review and explicitly confirm the inclusion of their desired terms and conditions to avoid potential disputes and safeguard their contractual positions.