Wilson Imports Ltd v Advance Sports SAS [2015] ScotCS CSOH_114 (20 August 2015)

Wilson Imports Ltd v Advance Sports SAS [2015] ScotCS CSOH_114 (20 August 2015)

The distribution agreement is not a contract for the sale of goods and does not attract statutory implied terms. Retention is not available as the counterclaim is based on an irrelevant foundation. Only uncontested sums are payable. Counterclaim averments relating to the Sale of Goods Act and time being of the essence are excluded from probation.

Citation
[2015] ScotCS CSOH_114
Parties
Pursuer: Wilson Imports Ltd; Defender: Advance Sport SAS
Jurisdiction
Scotland
Judgment Date
20 August 2015
Procedural Posture
Commercial Contract Dispute / Interlocutory Judgment on Relevancy and Specification
Outcome
Partial decree for payment in principal action; counterclaim averments excluded from probation; further hearing to be fixed; expenses reserved.
Legal Topics
Distribution Agreements, Sale of Goods, Implied Terms, Retention, Exclusivity, Variation of Contract
Contract Law Commercial Law Distribution Agreements Sale of Goods Implied Terms Retention Exclusivity Variation of Contract

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Parties

Wilson Imports Ltd

Pursuer

Advance Sport SAS

Defender

Procedural Posture

Commercial Contract Dispute / Interlocutory Judgment on Relevancy and Specification

Legal Issues

  1. 1 Whether the distribution agreement is a contract for the sale of goods
  2. 2 Whether time was of the essence in the contract
  3. 3 Whether Advance was made exclusive distributor

Ratio Decidendi

The distribution agreement is not a contract for the sale of goods and does not attract statutory implied terms. Retention is not available as the counterclaim is based on an irrelevant foundation. Only uncontested sums are payable. Counterclaim averments relating to the Sale of Goods Act and time being of the essence are excluded from probation.

Court Disposition

Partial decree for payment in principal action; counterclaim averments excluded from probation; further hearing to be fixed; expenses reserved.

Orders

  • Sustain Wilson’s fourth plea-in-law and repel Advance’s second plea-in-law on retention.
  • Grant decree for payment only for uncontested sums.