Cladall Roofing (Pty) Ltd v SS Profiling (Pty) Ltd (515/08) [2009] ZASCA 92; [2010] 1 All SA 114 (SCA) (14 September 2009)

Cladall Roofing (Pty) Ltd v SS Profiling (Pty) Ltd (515/08) [2009] ZASCA 92; [2010] 1 All SA 114 (SCA) (14 September 2009)

The Supreme Court of Appeal held that SS Profiling was not entitled to rely on the standard conditions of agreement as a defence to Cladall Roofing's claim for damages. The court found that the goods delivered by SS Profiling did not meet any of the essential specifications agreed upon in the contract and therefore did not constitute performance under the contract. The clauses relied upon by SS Profiling, including those requiring inspection and notice of defects, only apply where there has been defective performance, not where the goods delivered are entirely different from those ordered. As a result, SS Profiling's reliance on these clauses was misplaced. Cladall Roofing was entitled to...

Citation
[2009] ZASCA 92
Parties
Appellant: Cladall Roofing (Pty) Ltd; Respondent: SS Profiling (Pty) Ltd
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
14 September 2009
Case Number
515/08
Procedural Posture
Civil Appeal / Appeal From First Instance Judgment
Outcome
Appeal upheld; order of the court below set aside and substituted.
Judges
NAVSA, MTHIYANE, HEHER, VAN HEERDEN, WALLIS
Legal Topics
Contractual Performance, Standard Terms and Conditions, Remedies for Breach, Withholding Payment
Commercial and Corporate Civil Procedure Contractual Performance Standard Terms and Conditions Remedies for Breach Withholding Payment

Case Brief

Summary, issues, holding and outcome

More case intelligence is available

Unlock the full research layer for this judgment.

Full judgment text Downloadable case file Legal principles 2 Authorities cited 1 Party arguments 2 Amounts and remedies 1
Sign in to unlock

Parties

Cladall Roofing (Pty) Ltd

Appellant

SS Profiling (Pty) Ltd

Respondent

Procedural Posture

Civil Appeal / Appeal From First Instance Judgment

Legal Issues

  1. 1 Whether the seller (SS Profiling) was entitled to rely on standard contractual clauses as a defence to the purchaser's (Cladall Roofing) damages claim.
  2. 2 Whether the goods delivered constituted performance under the contract or were so different as to amount to non-performance.
  3. 3 Whether the purchaser was entitled to withhold payment for goods delivered not in accordance with specifications.

Ratio Decidendi

The Supreme Court of Appeal held that SS Profiling was not entitled to rely on the standard conditions of agreement as a defence to Cladall Roofing's claim for damages. The court found that the goods delivered by SS Profiling did not meet any of the essential specifications agreed upon in the contract and therefore did not constitute performance under the contract. The clauses relied upon by SS Profiling, including those requiring inspection and notice of defects, only apply where there has been defective performance, not where the goods delivered are entirely different from those ordered. As a result, SS Profiling's reliance on these clauses was misplaced. Cladall Roofing was entitled to...

Court Disposition

Appeal upheld; order of the court below set aside and substituted.

Orders

  • The appeal is upheld with costs.
  • The order of the court below is set aside and substituted as follows: (1) The defendant is not entitled to rely on the special conditions as valid defences against the plaintiff's claim for damages. (2) The plaintiff is entitled to withhold payment for the goods delivered on the pleadings as they stand. (3) The...