The High Court has ruled that a revised option agreement for a proposed solar park in County Wexford remains valid and binding, and has restrained the landowner from interfering with the developer’s contractual access to the lands.
In a judgment delivered on 28 March 2023, Mr Justice Dignam rejected Philip Cleary’s challenge to an addendum that extended Solas Éireann Development Ltd’s option period. The company had sought to preserve its option to take a 30-year lease over 10.63 acres for a solar project.
The original agreement, signed in March 2017, allowed 36 months to exercise the option, with up to two six-month extensions in specified circumstances. After the company exercised one extension in February 2020, the parties signed an addendum extending the option period to 60 months, with provision for two further six-month extensions.
Cleary argued that the addendum was invalid, saying the company’s representative had discouraged him from getting legal advice. The judge found that Simon Maguire told Cleary to obtain his own legal advice, but also conveyed the impression that a solicitor was not necessary. The judge said there was no general rule requiring parties to obtain legal advice, and found no fiduciary relationship or other basis that made the addendum invalid. Cleary had received the document days before signing it and had time to consider advice, the judgment said.
The court also rejected challenges based on the place of signing, the absence of a solicitor witness and the date written below Cleary’s signature. It found the agreement was still in force when the addendum was signed. A claim for rent dating from March 2017 was rejected because rent under the agreement would become payable only if the option was exercised and a lease taken.
The company said Cleary had refused requests for access to survey the lands and had objected to a later planning application. Planning permission was granted in December 2022. The court’s order declares the revised agreement valid and restrains Cleary from interfering with access granted under it. The judge did not make a mandatory order requiring access to be facilitated, but gave the parties liberty to apply for that relief if necessary.
The option had not yet been exercised. The court adjourned other requested relief concerning documents and further action, with liberty to re-enter, and said it was considering only the first six items in the company’s claim at this stage. Damages were left for possible consideration later. Cleary was not entitled to relief under his counterclaim.