Arkriver Pty Ltd v Colly Farms Cotton Ltd

Arkriver Pty Ltd and another party (the appellants) appealed to the New South Wales Court of Appeal against a decision of the Supreme Court of New South Wales. The dispute concerned the interpretation and enforceability of a contract for the sale of cotton.

The primary legal issue before the Court of Appeal was whether the contract for the sale of cotton was void for uncertainty or for being an agreement to agree. Specifically, the court had to determine if the terms relating to the price and the method of determining the price were sufficiently certain to constitute a binding contract.

The Court of Appeal held that the contract was not void for uncertainty. Applying established principles of contract law, the court found that the contract contained a mechanism for determining the price, which was the market price at the time of delivery. This mechanism was sufficiently certain to allow the court to ascertain the price, thereby preventing the contract from being an unenforceable agreement to agree. The court reasoned that where a contract provides a method for determining a term, even if that method involves future agreement or reference to external factors, it can still be sufficiently certain.

The appeal was dismissed, and the decision of the Supreme Court was affirmed.