Spurling v Bradshaw [1956] 1 WLR 461
Validity of contractual clause purporting to exclude liability for negligence of bailees
Facts
Bradshaw sent eight barrels of orange juice to be stored at Spurling’s warehouse. Spurling sent a receipt to Bradshaw on which were printed their conditions of storage. The conditions contained a clause purporting to exclude liability for any losses resulting from their negligence. Bradshaw fell into arrears with his storage payments and Spurling brought an action to recover the monies due. The orange juice was spoiled and unusable, and Bradshaw counterclaimed in negligence.
Issues
Bradshaw alleged Spurling were negligent, and in breach of an implied term to take reasonable care of the barrels because they had left them in the open air and the orange juice had spoiled. He further contended he had not been given sufficient notice of the exemption clause and, therefore, Spurling should not be able to rely on it. Spurling denied negligence and argued they could rely on the exemption clause even if they had been negligent. The clause had been brought to the attention of Bradshaw and was clear and unambiguous in its meaning.
Decision/Outcome
Although it had not been proven that Spurling had been negligent, even if they had been negligent, they would be able to rely on the exclusion clause to avoid liability. Sufficient notice of the clause had been given so as to make it a term of the contract. Exemption clauses will operate to protect a party only where he is carrying out his contract and not where he is deviating from it in a fundamental respect.
Updated 20 March 2026
This article accurately summarises the facts, issues, and outcome of Spurling v Bradshaw [1956] 1 WLR 461, a foundational English contract law case on incorporation of exclusion clauses by notice. The legal principles described remain good law at common law.
However, readers should be aware of two important developments. First, the broader legal landscape governing exclusion clauses is now significantly shaped by statute. The Unfair Contract Terms Act 1977 (UCTA 1977) imposes important restrictions on the use of exclusion clauses in business contracts, including clauses excluding liability for negligence causing loss or damage to property (s.2(2) UCTA 1977 subjects such clauses to a reasonableness test). In consumer contracts, the Consumer Rights Act 2015 has largely replaced UCTA 1977 and introduces its own fairness requirements. These statutory controls are not addressed in the article and are essential context for any modern analysis of exclusion clauses.
Second, the reference to the rule that exemption clauses will not protect a party who deviates from his contract in a fundamental respect reflects the now largely discredited doctrine of fundamental breach as a rule of law. The House of Lords in Photo Production Ltd v Securicor Transport Ltd [1980] AC 827 confirmed that there is no rule of law preventing an exclusion clause from operating where there has been a fundamental breach; the question is always one of construction. This limits the practical significance of that part of the article’s summary, though the underlying principle that clauses must be clearly worded to exclude liability for negligence (as articulated by Denning LJ in this case) remains relevant.
