Stopforth and Others v Nedbank Limited (HCAA20/2019) [2020] ZALMPPHC 95 (18 November 2020)

Stopforth and Others v Nedbank Limited (HCAA20/2019) [2020] ZALMPPHC 95 (18 November 2020)

The court found that the deed of settlement, properly interpreted, constituted a compromise intended to prevent litigation against the sureties. Clause 4.6 unambiguously barred the respondent from instituting further action if the appellants paid R800,000.00 by the due date. The agreement did not provide for part payment or future payments of the balance, nor did it constitute a novation of the underlying debt. The respondent's attempt to rely on clause 4.4 was rejected, as it only preserved rights in the event of non-compliance, which did not occur. The parol evidence rule applied, excluding evidence of prior negotiations. The payment discharged the appellants' obligations under the...

Citation
[2020] ZALMPPHC 95
Parties
Appellant: Charles Joseph Stopforth; Appellant: Amanda Stopforth; Appellant: Bubesi Investments 183 (Pty) Ltd; Respondent: Nedbank Limited
Court
Limpopo High Court, Polokwane
Jurisdiction
South Africa
Judgment Date
18 November 2020
Case Number
HCAA20/2019
Procedural Posture
Civil Appeal / Appeal From the Court a Quo, With Leave
Outcome
Appeal upheld; action dismissed with costs.
Judges
GC Muller, EM Makgoba, M Naude
Legal Topics
Contract Interpretation, Settlement Agreements, Suretyship, Parol Evidence Rule
Commercial and Corporate Civil Procedure Contract Interpretation Settlement Agreements Suretyship Parol Evidence Rule

Case Brief

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Parties

Charles Joseph Stopforth

Appellant

Amanda Stopforth

Appellant

Bubesi Investments 183 (Pty) Ltd

Appellant

Nedbank Limited

Respondent

Procedural Posture

Civil Appeal / Appeal From the Court a Quo, With Leave

Legal Issues

  1. 1 Whether payment of R800,000.00 constituted full and final settlement of all amounts due and payable by the defendants jointly and severally.
  2. 2 Whether the deed of settlement dated 23 June 2017 precluded the plaintiff from prosecuting the balance which remained after payment of the aforesaid amount.

Ratio Decidendi

The court found that the deed of settlement, properly interpreted, constituted a compromise intended to prevent litigation against the sureties. Clause 4.6 unambiguously barred the respondent from instituting further action if the appellants paid R800,000.00 by the due date. The agreement did not provide for part payment or future payments of the balance, nor did it constitute a novation of the underlying debt. The respondent's attempt to rely on clause 4.4 was rejected, as it only preserved rights in the event of non-compliance, which did not occur. The parol evidence rule applied, excluding evidence of prior negotiations. The payment discharged the appellants' obligations under the...

Court Disposition

Appeal upheld; action dismissed with costs.

Orders

  • The appeal is upheld with costs.
  • The order of the court a quo is set aside and replaced with: 'The action is dismissed with costs.'