Mediterranean Textiles Mills (Pty) Ltd v Marburg Manufacturers (Pty) Ltd (3116/2011) [2012] ZAKZDHC 36 (8 June 2012)

Mediterranean Textiles Mills (Pty) Ltd v Marburg Manufacturers (Pty) Ltd (3116/2011) [2012] ZAKZDHC 36 (8 June 2012)

The court found that the plaintiff's standard conditions of sale, incorporated in the 2004 written agreement, applied to all subsequent transactions, including the sale of the disputed fabric, unless varied in writing by the plaintiff. The defendant's arguments regarding lack of authority, lack of awareness,...

Source-derived case information.

Citation
[2012] ZAKZDHC 36
Parties
Plaintiff: Mediterranean Textile Mills (Pty) Ltd; Defendant: Marburg Manufacturers (Pty) Ltd
Court
Kwazulu-Natal High Court, Durban
Jurisdiction
South Africa
Judgment Date
8 June 2012
Case Number
3116/2011
Procedural Posture
Civil Trial / Separation of Issue Under Rule 33(4); Judgment on Applicability of Conditions of Sale
Outcome
Judgment granted in favour of the plaintiff; defendant's counterclaim dismissed with costs.
Judges
Koen
Legal Topics
Contractual Terms, Standard Trading Conditions, Estoppel, Constitutional Fairness, Notice Requirements, Sale of Goods
Commercial and Corporate Civil Procedure Contractual Terms Standard Trading Conditions Estoppel Constitutional Fairness Notice Requirements Sale of Goods

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Parties

Mediterranean Textile Mills (Pty) Ltd

Plaintiff

Marburg Manufacturers (Pty) Ltd

Defendant

Procedural Posture

Civil Trial / Separation of Issue Under Rule 33(4); Judgment on Applicability of Conditions of Sale

Legal Issues

  1. 1 Whether the plaintiff's standard conditions of sale applied to the sale of fabric to the defendant.
  2. 2 Whether the defendant was bound by the conditions of sale despite alleged lack of awareness or authority.
  3. 3 Whether clauses 10.1 and 10.2 of the conditions of sale are unreasonable or unconstitutional under section 34 of the Constitution.

Ratio Decidendi

The court found that the plaintiff's standard conditions of sale, incorporated in the 2004 written agreement, applied to all subsequent transactions, including the sale of the disputed fabric, unless varied in writing by the plaintiff. The defendant's arguments regarding lack of authority, lack of awareness, estoppel, impracticality, and alleged unreasonableness or unconstitutionality of clauses 10.1 and 10.2 were rejected. The defendant was aware or ought to have been aware of the conditions, and the contractual notice and non-processing requirements were not unreasonable or unconstitutional. The defendant failed to discharge the onus of showing that compliance was impossible or unfair,...

Court Disposition

Judgment granted in favour of the plaintiff; defendant's counterclaim dismissed with costs.

Orders

  • The defendant is ordered to pay the plaintiff the sum of R2,150,045.68.
  • The defendant is ordered to pay interest on R3,588,286.83 at 15.5% per annum from 1 December 2010 to 19 May 2011, both dates inclusive.