Apple Bite (Pty) Ltd and Another v Applebite Roadhouse (Pty) Ltd and Others (A2023/058069) [2024] ZAGPJHC 22 (12 January 2024)

Apple Bite (Pty) Ltd and Another v Applebite Roadhouse (Pty) Ltd and Others (A2023/058069) [2024] ZAGPJHC 22 (12 January 2024)

The court found that the sale of the business as a going concern included the goodwill and the right to use the 'Apple Bite' name and logo, not limited to the original property. The respondents acquired these rights and exercised them at other locations without objection from the appellants. The appellants' subsequent use of the name and logo at the original property and in advertising was a deliberate attempt to piggy-back on the reputation and customer base established by the respondents, constituting passing off and unlawful competition. The suspensive condition in the 2008 sale agreement was waived by conduct, as all parties acted as if the condition had been fulfilled. The...

Citation
[2024] ZAGPJHC 22
Parties
Appellant: Apple Bite (Pty) Ltd; Appellant: Simul Enterprises CC; Respondent: Applebite Roadhouse (Pty) Ltd; Respondent: Gonbar Investments CC t/a Applebite Roadhouse and Pizzeria; Respondent: Alex Jay Catering CC t/a The Applebite Express
Court
South Gauteng High Court, Johannesburg
Jurisdiction
South Africa
Judgment Date
12 January 2024
Case Number
A2023/058069
Procedural Posture
Civil Appeal / Full Court Appeal From the High Court
Outcome
Appeal dismissed with costs.
Judges
Wright, Sutherland, R Strydom
Legal Topics
Passing Off, Unlawful Competition, Goodwill Transfer, Business Name Rights, Sale of Business, Interdict
Commercial and Corporate Delict Passing Off Unlawful Competition Goodwill Transfer Business Name Rights Sale of Business Interdict

Case Brief

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Parties

Apple Bite (Pty) Ltd

Appellant

Simul Enterprises CC

Appellant

Applebite Roadhouse (Pty) Ltd

Respondent

Gonbar Investments CC t/a Applebite Roadhouse and Pizzeria

Respondent

Alex Jay Catering CC t/a The Applebite Express

Respondent

Procedural Posture

Civil Appeal / Full Court Appeal From the High Court

Legal Issues

  1. 1 Whether the respondents acquired the exclusive right to use the 'Apple Bite' name and logo beyond the original property.
  2. 2 Whether the appellants' use of the 'Apple Bite' name and logo constitutes passing off and unlawful competition.
  3. 3 Whether the sale of the business included the right to the goodwill and business name at other locations.

Ratio Decidendi

The court found that the sale of the business as a going concern included the goodwill and the right to use the 'Apple Bite' name and logo, not limited to the original property. The respondents acquired these rights and exercised them at other locations without objection from the appellants. The appellants' subsequent use of the name and logo at the original property and in advertising was a deliberate attempt to piggy-back on the reputation and customer base established by the respondents, constituting passing off and unlawful competition. The suspensive condition in the 2008 sale agreement was waived by conduct, as all parties acted as if the condition had been fulfilled. The...

Court Disposition

Appeal dismissed with costs.

Orders

  • The appeal is dismissed with costs.