Avraamides v Colwill [2006] EWCA Civ 1533
Contract – Agreement – Contract terms – Liabilities -Third parties
Facts:
Avraamides contracted Bathroom Trading Company (BTC) to complete two bathroom refurbishments. BTC was later sold to Colwill. Under the contract for sale, there was a term that stipulated that any prior or outstanding bathroom orders would completed by BTC. The bathrooms were not completed to a satisfactory standard, so Avraamides brought action against Colwill (as the transfer had occurred by this stage). Colwill relied on the transfer agreement between themselves and BTC, claiming that all liability passed to BTC. The court found that Avraamides was a third party to the transfer agreement but purported to confer a benefit under the Contracts (Rights of Third Parties) Act 1999 and that Colwill were liable to Avraamides.
Issues:
Whether Avraamides could claim a breach of contract by Colwill under s 1(3) of the Contracts (Rights of Third Parties) Act 1999.
Held:
The appeal was allowed by Colwill under s 1(3) of the Contracts (Rights of Third Parties) Act 1999. The contract did not mention the third party by name or class and that it was a requirement for a third party to be expressly identified in the contract by name. It was not sufficient to rely on an inference as the use of the term “express” within the section clearly meant that there must be a name referred to within the contract. The original agreement between Avraamides and BTC did not identify a third party, even though both parties fought the appeal on the basis that there was a clear inference of a third party, given the fact that there was a transfer agreement between BTC and Colwill. The wording of the statute was upheld. Therefore, Avraamides claim did not succeed.
Updated 19 March 2026
This case note is broadly accurate. Avraamides v Colwill [2006] EWCA Civ 1533 remains good law and the Court of Appeal’s interpretation of s 1(3) of the Contracts (Rights of Third Parties) Act 1999 — that a third party must be expressly identified by name, description, or as a member of a class, and that mere inference is insufficient — continues to represent the current legal position. The Contracts (Rights of Third Parties) Act 1999 has not been materially amended in ways that affect the principles discussed. There are no subsequent Supreme Court or Court of Appeal decisions that have overruled or significantly qualified this case. Readers should note one point of precision: s 1(3) requires that the third party be identified «by name, as a member of a class or as answering a particular description»; the article slightly overstates the position by suggesting that only identification by name will suffice. The court in Avraamides held that none of those alternatives were satisfied on the facts, not that name alone is the only permissible method of identification. This distinction may matter in other factual contexts.
