Bunge SA v Nidera BV

Bunge SA v Nidera BV

The Prohibition clause did not automatically cancel the contract upon announcement of the embargo; a causal link between the embargo and inability to perform was required. The sellers' premature cancellation constituted repudiation, which the buyers accepted. The Default clause applied to repudiation and governed the measure of damages, entitling the buyers to the difference between contract price and market price at the date of default.

Parties
Appellant: Bunge S.A.; Respondent: Nidera B.V.
Jurisdiction
England and Wales
Judgment Date
12 December 2013
Procedural Posture
Civil Appeal / Appeal From High Court Judgment Upholding Arbitral Award
Outcome
appeal dismissed
Legal Topics
Prohibition Clause, Damages for Breach of Contract, Arbitration, Measure of Damages, Repudiation, Force Majeure
Contract Law International Trade Prohibition Clause Damages for Breach of Contract Arbitration Measure of Damages Repudiation Force Majeure

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Parties

Bunge S.A.

Appellant

Nidera B.V.

Respondent

Procedural Posture

Civil Appeal / Appeal From High Court Judgment Upholding Arbitral Award

Legal Issues

  1. 1 Whether the contract was automatically cancelled upon announcement of the export prohibition (Resolution 599)
  2. 2 Whether the Default clause applied to the repudiation and governed the measure of damages
  3. 3 Whether the buyer was entitled to damages based on the difference between contract price and market price on the date of default

Ratio Decidendi

The Prohibition clause did not automatically cancel the contract upon announcement of the embargo; a causal link between the embargo and inability to perform was required. The sellers' premature cancellation constituted repudiation, which the buyers accepted. The Default clause applied to repudiation and governed the measure of damages, entitling the buyers to the difference between contract price and market price at the date of default.

Court Disposition

appeal dismissed

Orders

  • The appeal is dismissed.