Mode E Moda Pty Ltd v Physico Clothing Company Pty Ltd

Mode E Moda Pty Ltd (the appellant) and Physico Clothing Company Pty Ltd (the respondent) were parties to a dispute concerning whether a legally binding contract for the delivery of goods had been formed. The appellant had accepted delivery of the goods. The appeal was heard in the Court of Appeal of New South Wales.

The central legal issue before the court was whether, viewed objectively, the parties had evinced an intention to create a legally binding contract for the delivery of the goods. This required the court to consider the circumstances surrounding the transaction and the conduct of the parties to determine if a contract had been concluded.

The court applied the objective test for contract formation, which focuses on what a reasonable person would understand from the parties' words and conduct. The court found that the appellant's acceptance of the goods, in the context of the surrounding circumstances, demonstrated an intention to be bound by a contract. The court therefore concluded that a contract had indeed been formed.

The appeal was dismissed with costs. The court also ordered that money paid into court in the matter be paid out to the respondent after seven days, pursuant to Rule 41.3 of the Uniform Civil Procedure Rules.