AXA Sun Life Services v Campbell Martin [2011] EWCA Civ 133

The exclusion clause in the agreement did not protect AXA Sun Life Services (AXA) from liability for fraudulent misrepresentation.

The court held that the exclusion clause, which sought to limit AXA's liability for statements or representations unless they were in writing, did not apply to fraudulent misrepresentation.

Exclusion clauses will not automatically protect a party from liability for fraudulent misrepresentation unless they explicitly cover such situations.

Appellant AXA Sun Life Services (AXA) and respondent Campbell Martin (Martin) entered into an agreement concerning the transfer of pension policies.

• Their agreement contains a clause which states that it “shall supersede any prior promises, agreements, representations, undertakings or implications whether made orally or in writing…”

During the negotiations, AXA made various representations regarding the policies, which were later found to be false and misleading.

Martin initiated legal proceedings against AXA, claiming damages for misrepresentation and breach of contract.

The decision in this case underscores the importance of precision and clarity in exclusion clauses.

It highlights the need for parties to draft exclusion clauses with care and specificity to ensure their intended limitations and protections are clearly expressed.

General or ambiguous exclusion clauses may not suffice to exclude liability for serious matters like fraudulent misrepresentation.