SIEGFRIED ADALBERT UNRUH v. HANS-JOERG SEEBERGER AND ANOTHER

SIEGFRIED ADALBERT UNRUH v. HANS-JOERG SEEBERGER AND ANOTHER

Clause 2 of the Deed, read in its factual matrix with the Agreement, could reasonably be construed as creating an arguable contractual obligation by the 2nd defendant to pay the special bonus subject to the Agreement's conditions and set-off; the claim against the 2nd defendant was not a hopeless case and deficiencies in pleadings were curable by amendment; because the court could not definitively construe Clause 2 in favour of the 2nd defendant, both the striking out application and the Order 14A determination failed.

Citation
SIEGFRIED ADALBERT UNRUH v. HANS-JOERG SEEBERGER AND ANOTHER
Parties
Plaintiff: Siegfried Adalbert Unruh; 1st Defendant: Hans-Joerg Seeberger; 2nd Defendant: EGANAGOLDPFEIL (HOLDINGS) LTD
Court
Court of First Instance
Jurisdiction
Hong Kong
Judgment Date
22 July 2003
Case Number
HCA6641/2000
Procedural Posture
Contractual Dispute Concerning Payment of a Special Bonus Under a Sale Agreement and Deed of Acknowledgment of Debt; Interlocutory Applications / Chambers Hearing on Striking Out (order 18 R19) and Determination Under Order 14 A; Trial Scheduled for January 2004
Outcome
Both the striking out application under Order 18 r19 and the application under Order 14A were dismissed.
Legal Topics
Contract Interpretation, Acknowledgment of Debt, Set Off, Striking Out (order 18 R19), Summary Determination (order 14 A), Misrepresentation, Estoppel
Source Language
EN
Contract Law Civil Procedure Company Law Equity/fiduciary Duties Contract Interpretation Acknowledgment of Debt Set Off Striking Out (order 18 R19) +3 more

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Parties

Siegfried Adalbert Unruh

Plaintiff

Hans-Joerg Seeberger

1st Defendant

EGANAGOLDPFEIL (HOLDINGS) LTD

2nd Defendant

Procedural Posture

Contractual Dispute Concerning Payment of a Special Bonus Under a Sale Agreement and Deed of Acknowledgment of Debt; Interlocutory Applications / Chambers Hearing on Striking Out (order 18 R19) and Determination Under Order 14 A; Trial Scheduled for January 2004

Legal Issues

  1. 1 Whether Clause 2 of the Deed constituted an acknowledgment by the 2nd defendant of liability to pay the special bonus
  2. 2 Whether the Re-Re-Amended Statement of Claim should be struck out under Order 18 r19 as disclosing no reasonable cause of action against the 2nd defendant
  3. 3 Whether the court can determine the proper construction of Clause 2 of the Deed under Order 14A without a full trial

Ratio Decidendi

Clause 2 of the Deed, read in its factual matrix with the Agreement, could reasonably be construed as creating an arguable contractual obligation by the 2nd defendant to pay the special bonus subject to the Agreement's conditions and set-off; the claim against the 2nd defendant was not a hopeless case and deficiencies in pleadings were curable by amendment; because the court could not definitively construe Clause 2 in favour of the 2nd defendant, both the striking out application and the Order 14A determination failed.

Court Disposition

Both the striking out application under Order 18 r19 and the application under Order 14A were dismissed.

Orders

  • Dismissed the 2nd defendant's summons to strike out paragraphs 10(1), 10(2), 16 and 18 of the Re-Re-Amended Statement of Claim
  • Dismissed the 2nd defendant's Order 14A application for a determination of the construction of Clause 2 of the Deed