or otherwise) that you have or may have against the West Bromwich Building Society’ in effect had meant 'Any claim sounding in rescission (whether for undue influence or otherwise)'. It followed that ICS Ltd could sue West Bromwich BS, and other building societies, to vindicate the investors' claims. Lord Lloyd dissented. Lord Hoffmann stated the following. Lord Goff, Lord Hope and Lord Clyde concurred. See also Rearden Smith Lines Ltd v Hansen Tangan [1976] 1 WLR 989 Principles of European Contract Law Article 5-102 (a) preliminary negotiations are relevant to interpretation and so is (g) good faith and fair dealing. Hollier v Rambler Motors (AMC) Ltd [1972] 1 All ER 399 Gillespie Bros v Roy Bowles Ltd [1973] 1 QB 400, 415, Lord Denning, ‘judges have… time after time, sanctioned a departure from the ordinary meaning. They have done it under the guise of ‘construing’ the clause. They assume that the party cannot have intended anything so unreasonable. So they construe the clause ‘strictly’. They cut down the ordinary meaning of the words and reduce them to reasonable proportions. They use all their skill and art to that end.’ Rainy Sky SA v Kookmin Bank [2011] UKSC 50 Chartbrook Ltd v Persimmon Homes Ltd [2009] UKHL 38 Notes References G McMeel, ‘Prior Negotiations and Subsequent Conduct - the Next Step Forward for Contractual Interpretation’ (2003) 119 Law Quarterly Review 272, 296, says that ‘The best way forward is for the matter to be one of weight rather than admissibility.’ So declarations of subjective intent, prior negotiations and subsequent conduct should not be ruled out as irrelevant. Lord Nicholls, ‘My Kingdom for a Horse: The Meaning of Words’ (2005) 121 LQR 577, argues that prior negotiations and subsequent conduct are already admissible for rectification (The Karen Oltman [1976] 2 Lloyd’s Rep 708) and the courts are well accustomed to determining what weight should be place on admissible evidence. C Staughton [1999] Cambridge Law Journal 303 Further reading Proforce Recruit Ltd v The Rugby Group Ltd [2008] EWCA Civ 69 Wallis, Son and Wells v Pratt and Haynes [1911] AC 394 Andrews Bros (Bournemouth) Ltd v Singer and Co Ltd [1934] 1 KB 17 Rutter v Palmer [1922] 2 KB 87 The Raphael [1982] 2 Lloyd’s Rep 42 Ailsa Craig Fishing Co Ltd v Malvern Fishing Co Ltd [1983] 1 WLR 964 , refused to differentiate. Dorset CC v Southern Felt Roofing