Cleveland Nominees Pty Ltd v Ledger - [2000] WADC 135

JURISDICTION : DISTRICT COURT OF WESTERN AUSTRALIA
IN CIVIL

LOCATION: PERTH

CITATION: CLEVELAND NOMINEES PTY LTD -v- LEDGER [2000] WADC 135

CORAM: YEATS DCJ

HEARD: 17-18 APRIL 2000

DELIVERED : 31 MAY 2000

FILE NO/S: CIV 2615 of 1998

BETWEEN: CLEVELAND NOMINEES PTY LTD
Plaintiff
AND
KIM FRANCIS LEDGER
Defendant

Catchwords:

Contract - Whether there existed a written agreement between the plaintiff and defendant for the purchase of a Porsche for the sum of $75,000 - Whether the plaintiff was bound by oral conditions - Application of parol evidence rule - Oral conditions inconsistent with written agreement - Plaintiff entitled to bring an action in debt

Legislation:

Sale of Goods Act 1895

Result:

Application allowed

Representation:

Counsel:

Plaintiff: Mr J Curthoys
Defendant: Mr I Marshall

Solicitors:

Plaintiff: Lynette P Quinlivan
Defendant: Ginbey & Co

Case(s) referred to in judgment(s):

Bank of Australasia v Palmer [1897] AC 540
Hoyt's Pty Ltd v Spencer (1919) 27 CLR 133

Case(s) also cited:

BP Refinery (Western Port) Pty Ltd v Shire of Hastings (1977) 16 ALR 363
Codelfa Construction Pty v State Rail Authority of NSW (1982) 149 CLR 337
Heilbut Symons & Co v Buckleton [1913] AC 30
Hoyts Pty Ltd v Spencer (1919) 27 CLR 133
J J Savage & Sons Pty Ltd v Blakney (1970) 119 CLR 435
Masters v Cameron (1954) 91 CLR 353
Pukallus v Cameron (1982) 43 ALR 243

YEATS DCJ: The plaintiff claims $75,000 in money from the defendant in an action for debt based on an agreement in writing dated 6 February 1995 made between the plaintiff and the defendant. The plaintiff's case is that the plaintiff agreed to sell a Porsche 944 Turbo Racing Car to the defendant for the sum of $75,000 with payment to be made on or before 1 June 1997. The plaintiff claims the amount of $75,000 in an action in debt or, alternatively, specific performance of the agreement.
The defendant's case is that the agreement between the parties was partly written and partly oral and submits that the oral part of the agreement included a number of conditions. As those conditions have not been met the defendant submits that the written agreement has lapsed and is unenforceable in that he does not owe the $75,000 to the plaintiff.

The date of the agreement

One of the fundamental matters in issue between the parties is the date of the written agreement. The written agreement is in these terms:
"6 February, 1995
Mr K F Ledger
c/- Chellingworth Porsche
252 Aberdeen Street
Northbridge WA 6005
Dear Kim,
Re: Porsche 944 Turbo Racing Car
Referring to our recent discussions regarding the 944 Turbo Racing Porsche I confirm our understanding as follows:-
You will purchase the entire car for the amount of $75,000. The purchase includes the parts set out on the attached list of inventory.
The purchase price is payable on or before the 1st June 1997.
Until the payment of the purchase price has been completed the vehicle will not be…

Grounds of appeal

[14] The appellant contends that the primary judge erred in finding that the respondent had discharged the onus of establishing the matters required under the relevant provision.

[15] It was submitted that his Honour failed to give adequate weight to the evidence of the second witness, and that the findings of fact were not reasonably open on the material before the Court.

[16] The respondent, for its part, submits that no error is disclosed, and that the conclusions reached were well within the range of outcomes available to the primary judge.

Consideration

[17] It is convenient to deal first with the question of construction, as the resolution of that issue informs the remaining grounds advanced by the appellant.

[18] For the reasons that follow, we are of the view that the appeal should be allowed in part and the matter remitted for further determination.

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Details

Case: [2000] WADC 135
Decision Date: 31 MAY 2000

CaseChat Overview and Summary

The matter of Cleveland Nominees Pty Ltd v Ledger was heard in the Supreme Court of South Australia. The plaintiff, Cleveland Nominees, sought to recover a debt from the defendant, Ledger, under a written agreement for the purchase of a Porsche for $75,000. The defendant contended that there were additional oral conditions attached to the agreement that had not been fulfilled, and as such, the plaintiff could not recover the debt. The plaintiff denied the existence of any such oral conditions and argued that the written agreement was complete and binding in itself.

The primary legal issue before the court was whether the written agreement between the parties was the complete and final expression of their contract, or whether there existed additional oral conditions that could be enforced. The court needed to determine if the parol evidence rule precluded the admission of evidence of the oral conditions, and if those conditions, if proved, were inconsistent with the written agreement. The court also had to consider whether the plaintiff could bring an action in debt against the defendant for the sum of $75,000.

The court held that the written agreement was the complete and final expression of the contract between the parties, and that the parol evidence rule applied to exclude any evidence of oral conditions that would add to or vary the terms of the written agreement. The court found that the oral conditions, if they existed, were inconsistent with the written agreement and could not be enforced. Consequently, the plaintiff was entitled to bring an action in debt against the defendant for the sum of $75,000. The court found in favour of the plaintiff and ordered the defendant to pay the sum of $75,000, together with interest and costs.

Orders