V.C. George J:

This is an appeal against the O. 14 judgment that the plaintiff was granted in respect of the sum of 24310,707.91 claimed to have been incurred by the plaintiff as costs of the carriage, insurance and freight of shipping certain equipment from Port Klang to the United Kingdom.Interest and costs were also claimed and awarded.

By a written agreement dated 11 September 1985 the plaintiff had leased to the defendant certain specialised equipment for use in its business of the manufacture and supply of what is described as metal cladding and related systems relevant in the building and construction industry.The lease agreement further inter alia granted the defendant licensee rights in certain intellectual property belonging to the plaintiff pertaining to certain technical information and in respect of certain trade names.

The agreement was to be effective for a fixed term of 3 years and thereafter either party was entitled to terminate it by giving not less than 3 calendar months notice to the other.This was provided by clause 18(1).

Clause 17 per se gives the plaintiff lessor licensor the right to terminate the agreement if there is imposed what is referred to in the agreement as "changes in the law" that has the effect of affecting the position, the status quo, of the parties vis-a-vis the agreement and if the parties cannot agree to amendments to the agreement to meet such changes.

Clause 18(2) per se provides inter alia that where the lessee licensee fails to pay any sum due under the agreement on its due date or is in breach of any other term of the agreement, the lessor licensor is entitled to terminate the agreement by serving a notice to that effect on the lessee licensee.Clause 18(3) provides the lessee licensee with a reciprocal right to terminate where the lessor licensor is inter alia in breach.

Clause 2(5)(p) provides that:

Upon termination of the leasing of the equipment under clauses 17 or 18 or on expiration of the lease term, the Licensee shall be responsible for the costs of properly insuring and redelivering the equipment to the Licensor at such address within the United Kingdom as the Licensor may direct ...

There is a qualification built into clause 18(1) which is that that provision has no application if the agreement had been previously terminated pursuant to clause 17 or clause 18(2) or (3).

By a notice dated 5 March 1991 (which is well after the initial 3 years of the agreement) the plaintiff through its solicitors purported to terminate the agreement with "immediate effect". The notice was hand delivered to the defendant on 6 March 1991.The plaintiff was purporting to invoke clause 18(2). The basis for the notice was stated therein to be the failure to remit by the due date inter alia, the sum of 24356,925 due and payable under the agreement.When remittance was not made even after the notice was delivered the lessor licensor caused a writ to issue against the lessee licensee in Commercial Division Court No. 2 being CS 22-467-91. On 6 May 1991 the parties reported to the Court that a settlement of the claim had been arrived at and by consent it was inter alia ordered that the lessee licensee (who was the defendant there as well as here) pay the lessor licensor (the plaintiff there and here) the 24356,925 and that the defendant would effect delivery of the equipment suitably and adequately packed for overseas delivery FOB Port Klang.The consent order expressly reserved to the plaintiff "the right to recover the costs of freight, insurance and carriage of the equipment from FOB Port Klang to CIF Llandybie, Ammanford, Dyfed, Wales."

Another provision in the consent order which was held out to be relevant to the issues before me was that clause of the consent order that provided that the "remaining provisions of the 1985 Agreement shall be terminated with effect from 31 May 1991".

Soon after the consent order was made the equipment was dismantled and packed for shipping to the United Ki