Heifer International Inc (Heifer) is a company registered in the British Virgin Islands and is owned by the family of a wealthy Russian who lives in England. Heifer engaged Helge Christiansen (HC), a Danish architect and his firm, Christiansen Arkitekter KS MAA PAR (CA), to refurbish a substantial home it owns in Surrey. Heifer gave HC power of attorney to enter into contracts with workmen (preferably Danish) and authorise payments to them. HC accordingly engaged the remaining three defendants, all of whom were Danish. Significantly, the agreement between Heifer and HC and / or CA although party in writing, was not finalised.

A dispute arose as to the work carried out on the property, namely its design, level of completion and the standard of workmanship applied. Heifer issued proceedings in the TCC against HC, CA and the three other defendants. Heifer claimed an account of moneys paid to the architects and the contractors and also claimed damages for defects in the works and the design of the works.

HC claimed that he did not enter into any agreements personally. The remaining defendants (including CA) applied for a stay of proceedings, claiming that their respective building contracts contained an arbitration clause which referred disputes to arbitration in Denmark, to be governed by Danish law. Accordingly, they argued, the English Courts had no jurisdiction. Heifer opposed that application, arguing that the arbitration clause was not incorporated into the contracts, or, in the alternative, the terms of the arbitration clause were unfair and not binding pursuant to the Unfair Terms in Consumer Contracts Regulations 1999 No. 2083 reg, 8.

A number of issues arose at trial: (1) whether any agreement was made between Heifer and HC personally (2) whether the arbitration provisions referred to by the defendants were incorporated into their respective contracts such that they were caught by the Arbitration Act 1996 (3) if they were incorporated, whether they were unfair terms and therefore not binding on Heifer under to Unfair Terms in Consumer Contracts Regulations 1999 No. 2083 reg, 8.