Whitecap Leisure Ltd v John H. Rundle Ltd. [2008] EWCA Civ 429 (28 April 2008)

Whitecap Leisure Ltd v John H. Rundle Ltd. [2008] EWCA Civ 429 (28 April 2008)

Clause 14 of the contract, when read with clause 12, operated to limit Rundle's liability for defects to those notified within the defects liability period and 14 days thereafter. The heads of agreement did not preclude Whitecap's claim because the release was conditional on satisfactory completion of work, which did not occur. Whitecap had accepted the goods by 2004 and was not entitled to reject them, but was entitled to damages for breach of warranty. Rundle's counterclaim for conversion failed as it was compensated by credit for the balance of the purchase price.

Citation
[2008] EWCA Civ 429
Parties
Claimant/respondent: Whitecap Leisure Ltd; Defendant/appellant: John H. Rundle Ltd
Jurisdiction
England and Wales
Judgment Date
28 April 2008
Procedural Posture
Civil Appeal / Court of Appeal Judgment on Appeal From High Court
Outcome
Appeal allowed in part; cross-appeal refused; damages to Whitecap for breach of warranty; Rundle's counterclaim for conversion dismissed.
Legal Topics
Exclusion Clauses, Limitation of Liability, Sale of Goods, Breach of Contract, Damages, Acceptance and Rejection of Goods
Contract Law Commercial Law Exclusion Clauses Limitation of Liability Sale of Goods Breach of Contract Damages Acceptance and Rejection of Goods

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Parties

Whitecap Leisure Ltd

Claimant/respondent

John H. Rundle Ltd

Defendant/appellant

Procedural Posture

Civil Appeal / Court of Appeal Judgment on Appeal From High Court

Legal Issues

  1. 1 Whether clause 14 of the sale contract excluded or limited Rundle's liability for defects in the goods
  2. 2 Whether the heads of agreement precluded Whitecap from pursuing its claim
  3. 3 Whether Whitecap was entitled to reject the goods in November 2004

Ratio Decidendi

Clause 14 of the contract, when read with clause 12, operated to limit Rundle's liability for defects to those notified within the defects liability period and 14 days thereafter. The heads of agreement did not preclude Whitecap's claim because the release was conditional on satisfactory completion of work, which did not occur. Whitecap had accepted the goods by 2004 and was not entitled to reject them, but was entitled to damages for breach of warranty. Rundle's counterclaim for conversion failed as it was compensated by credit for the balance of the purchase price.

Court Disposition

Appeal allowed in part; cross-appeal refused; damages to Whitecap for breach of warranty; Rundle's counterclaim for conversion dismissed.

Orders

  • Damages awarded to Whitecap for breach of warranty under Sale of Goods Act 1979 s.53
  • Whitecap to give credit for balance of price due under heads of agreement