Soufflet Negoce SA v Bunge SA

Soufflet Negoce SA v Bunge SA

Under a GAFTA 49 FOB contract, the seller's obligation to load is triggered if the vessel is presented at the loading port in readiness to load within the delivery period, meaning it is physically and legally possible to load, but does not require the vessel to be in a state where a valid Notice of Readiness under charterparty law could be served. The risk of loading into unclean holds is borne by the buyer, and the seller cannot refuse to load on that basis.

Parties
Appellant/sellers: Soufflet Negoce S.A.; Respondent/buyers: Bunge S.A.
Jurisdiction
England and Wales
Judgment Date
13 October 2010
Procedural Posture
Civil Appeal / Appeal From Queen’s Bench Division, Commercial Court
Outcome
Appeal dismissed
Legal Topics
FOB Contracts, Delivery Obligations, Laytime and Demurrage, Interpretation of GAFTA 49
Commercial Law Contract Law International Trade FOB Contracts Delivery Obligations Laytime and Demurrage Interpretation of GAFTA 49

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Parties

Soufflet Negoce S.A.

Appellant/sellers

Bunge S.A.

Respondent/buyers

Procedural Posture

Civil Appeal / Appeal From Queen’s Bench Division, Commercial Court

Legal Issues

  1. 1 Whether under a GAFTA 49 FOB contract, the seller is obliged to load goods if the buyer's vessel is not ready due to unclean holds within the delivery period
  2. 2 Whether the requirement for the vessel to be 'in readiness to load' imports the technical requirements of a valid Notice of Readiness under charterparty law into the sale contract

Ratio Decidendi

Under a GAFTA 49 FOB contract, the seller's obligation to load is triggered if the vessel is presented at the loading port in readiness to load within the delivery period, meaning it is physically and legally possible to load, but does not require the vessel to be in a state where a valid Notice of Readiness under charterparty law could be served. The risk of loading into unclean holds is borne by the buyer, and the seller cannot refuse to load on that basis.

Court Disposition

Appeal dismissed

Orders

  • The appeal is dismissed; the decision of David Steel J and the GAFTA Board of Appeal is affirmed.