Fourier Approach (PTY) v West (921/2012) [2013] ZASCA 194 (2 December 2013)

Fourier Approach (PTY) v West (921/2012) [2013] ZASCA 194 (2 December 2013)

The Supreme Court of Appeal held that the phrase 'sales realised' in the respondent's employment contract refers only to the sale price of the software system, and does not include interest paid by the purchaser for delayed payment or credit extension. The ordinary meaning of 'realised' is to convert an asset into cash, and interest is a separate consideration for the use of credit. The respondent was therefore entitled to commission calculated solely on the sale price, not on the interest received. The appellant's tender of payment did not discharge its obligation to pay the commission, as no payment was actually made and the amount tendered was less than the amount due. Judgment should...

Citation
[2013] ZASCA 194
Parties
Appellant: Fourier Approach (PTY); Respondent: Lynn Margaret West
Court
Supreme Court of Appeal
Jurisdiction
South Africa
Judgment Date
2 December 2013
Case Number
921/2012
Procedural Posture
Civil Appeal / Appeal From Full Court of North Gauteng High Court
Outcome
Appeal upheld; order of Full Court set aside; judgment entered for respondent for commission on sale price only, with interest and costs.
Judges
Nugent, Shongwe, Leach, Willis, Meyer
Legal Topics
Contract Interpretation, Commission Dispute, Employment Agreement, Interest on Sale Price
Commercial and Corporate Civil Procedure Contract Interpretation Commission Dispute Employment Agreement Interest on Sale Price

Case Brief

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Parties

Fourier Approach (PTY)

Appellant

Lynn Margaret West

Respondent

Procedural Posture

Civil Appeal / Appeal From Full Court of North Gauteng High Court

Legal Issues

  1. 1 Does the phrase 'sales realised' in the employment contract include interest paid on the sale price?
  2. 2 Is the respondent entitled to commission calculated on the sale price only, or also on interest paid by the purchaser?
  3. 3 Did the appellant discharge its obligation to pay commission by tendering payment under Rule 34?

Ratio Decidendi

The Supreme Court of Appeal held that the phrase 'sales realised' in the respondent's employment contract refers only to the sale price of the software system, and does not include interest paid by the purchaser for delayed payment or credit extension. The ordinary meaning of 'realised' is to convert an asset into cash, and interest is a separate consideration for the use of credit. The respondent was therefore entitled to commission calculated solely on the sale price, not on the interest received. The appellant's tender of payment did not discharge its obligation to pay the commission, as no payment was actually made and the amount tendered was less than the amount due. Judgment should...

Court Disposition

Appeal upheld; order of Full Court set aside; judgment entered for respondent for commission on sale price only, with interest and costs.

Orders

  • The appeal succeeds with costs.
  • The order of the Full Court is set aside and replaced with: (a) The appeal succeeds with costs. (b) The order of the court of first instance is set aside and replaced with: (i) Judgment in favour of the plaintiff against the defendant in the sum of R267 000 together with interest thereon calculated at the legal rate...