Contractual licences are not proprietary interests and cannot bind third parties. However, where the facts are such that a constructive trust or estoppel arises, protecting the licence, the licence may be enforceable against a third party.

C, a property developer, reached an oral agreement in principle with YRM to buy its property after which C spent considerable sums obtaining planning permission. The owner than refused to proceed on the agreed terms. The House of Lords held that C was not entitled to any remedy based upon proprietary estoppel.

For an estoppel to arise, the property right being promised must be sufficiently certain. There must be unconscionability to rely upon an estoppel arising. (Here, the parties having entered into a ‘gentleman’s agreement’ had not shown any intention for the agreement to be binding and thus there was nothing ­unconscionable about YRM going back on its assurance.)

A contractual licence was granted to allow the licensee to affix posters to the wall of the licensor’s cinema. The right to do so was found not to be binding against a third party.

Contractual licences are not capable of binding a third party.

A man encouraged his mistress to make improvements to a house on the assurance that it would be hers. When the man tried to evict her, the court found that an estoppel had arisen and ordered that the freehold in the property be transferred to her. The assurance that she had acted upon to her detriment was met.

Where a licence protected by an estoppel has been infringed, the appropriate equitable remedy will be determined in accordance with making sure that justice is achieved for the wronged party.

D had worked on P’s farm unpaid for almost 30 years. D was attempting to claim title to the farm through proprietary estoppel. There had been no express statement that D would inherit. Rather, D relied upon inferences and the fact that P handed D a bonus notice relating to two policies on P’s life saying ‘That’s for my death duties’. This combination had given rise to an estoppel.

For proprietary estoppel to arise, assurances given must be ‘clear enough’ and must relate to identified property.

An attempt to revoke a contractual licence granted to the National Front in respect of hiring a hall for its annual conference, was met with an order of specific performance against the licensor to enforce the licence.

An order for specific performance may be awarded where a licensor is refusing entry to a licensee who has a contractual right to enter.

A contractual licence to present plays in the licensor’s theatre was deemed to be revocable upon giving reasonable notice.

An injunction could be awarded to prevent a premature termination of a contractual licence in circumstances where it was intended to be irrevocable until a purpose had been fulfilled or a period of time completed.