This case focussed in part on what was meant by Blackpool Airport Limited's (BAL) obligation to use "all reasonable endeavours" to promote Jet2.com's (Jet2) low cost service from Blackpool Airport.

The background to the case was as follows: in September 2005, Jet2 entered into a fifteen year agreement with BAL in relation to use of the airport. For four and a half years Jet2 operated some flights outside the airport's normal operating hours. However, the airport was making a substantial operating loss and as part of the move to increase profitability, BAL wrote to Jet2 on 22 October 2010 stating that from midnight on 29 October 2010 it would not accept departures or arrivals that were scheduled outside normal hours. As a result, two of Jet2 flights had to be diverted from Blackpool to Manchester at considerable expense to the airline. Following successful injunction applications by Jet2, Jet2 was allowed to continue offering the same flight schedule for winter 2010 as it had for winter 2009.

The crux of the dispute centred on the interpretation of the parties' obligations under clause 1 of the agreement which set out the terms on which the airline's services to and from the airport would be provided. Clause 1 provided that Jet2 and BAL would cooperate together and would use their "best endeavours" to promote Jet2's low cost service from Blackpool Airport and that BAL will use "all reasonable endeavours" to provide a low cost base that would facilitate Jet2's low cost pricing.

Although both parties agreed that there was no difference between "all reasonable endeavours" and "best endeavours", the parties differed on their interpretation of what this obligation entailed. BAL argued that the obligation did not require it to do anything that would be contrary to its legitimate commercial interests. Jet2, however, argued that BAL could not simply chose to reduce the level of service that it was committed to by the agreement simply because it decided that it was no longer in its commercial interest to do so.

The judge concluded that the meaning of "all reasonable endeavours" remained a question of construction in each case and was highly fact specific. "All reasonable endeavours" was therefore open to a range of interpretations from a subjective interpretation at one end of the spectrum to an objective one at the other. The upshot of this is that it is not possible to formulate and adopt a general test as to what is meant by "all reasonable endeavours" or "best endeavours". In this case, it was not possible to determine what BAL's obligations were simply by ascertaining what an ordinarily competent airport might reasonably be expected to do in the same circumstances.

Factors which the judge took into account when deciding that BAL had been in breach of contract included the fact that BAL's obligation to use "all reasonable endeavours" related to matters which were within its own control, such as allowing flights to operate outside its normal opening hours. This is different from cases where the party who is under the obligation to provide "all reasonable endeavours" is relying on the actions or decisions of third parties over whom it has no control. In such cases the requirement to use "all reasonable endeavours" does not require that party to sacrifice its own commercial interests.

The judge felt that on the facts of this case, BAL's obligation to use all reasonable endeavours to provide a cost base to facilitate Jet2's low cost pricing meant that it had to provide facilities and services that would allow low cost pricing and this included not confining Jet2 to normal operating hours. However, "all reasonable endeavours" did not impose an obligation to make an absolute commitment to provide those specific hours throughout the fifteen year period.

So parties need to be aware that if they include terms like "all reasonable endeavours" or "best endeavours" in relation to a party's obligations, then whether or not that obligation has been fulfilled may become a matter of debate which may not be easily resolved. It is better, where possible, to use express language when drafting obligations. Here, the airport could not claim that its commercial interest was a good reason for not exercising "all reasonable endeavours".

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