National Bank of Abu Dhabi PJSC v BP Oil International Ltd

This is a claim by the Claimant, National Bank of Abu Dhabi PJSC (“NBAD”), for compensation for breach of warranty and representation against the Defendant, BP Oil International Limited (“BP”). Judgment is sought in the sum of US$68,881,854.62 plus interest.

By the Purchase Letter BP agreed, amongst other things, that by selling 95% of the Receivable it had assigned to NBAD “in equity irrevocably” the purchased part of the Receivable. BP also went on to represent and warrant to NBAD that it was:

“…not prohibited by any security, loan, or other agreement... from disposing of the Receivable evidenced by the Invoice as contemplated herein and such sale does not conflict with any agreement binding on [BP].”

Under the Purchase Letter, BP was to reimburse NBAD for a specified sum if any such representation or warranty was breached.

NBAD duly paid for the Receivable. However, SAMIR went into insolvency proceedings in or around late November 2015 and NBAD has received no payment. In the course of pursuing the matter with BP, and in particular the question of assignment, NBAD discovered the existence of a prohibition on assignments in the terms of the sale and purchase agreement between BP and SAMIR.