| Stewart Gill Ltd v Horatio Myer & Co Ltd | |
|---|---|
 | |
| Court | Court of Appeal |
| Citation(s) | [1992] EWCA 6, [1992] 1 QB 600 |
| Court membership | |
| Judge(s) sitting | Lord Donaldson MR Stuart-Smith LJ Fox LJ |
| Case opinions | |
| Lord Donaldson MR Stuart-Smith LJ | |
| Keywords | |
| Unfair terms | |
Stewart Gill Ltd v Horatio Myer & Co Ltd. [1992] EWCA 6 is an English contract law case relating to the Unfair Contract Terms Act 1977 (UCTA).
Horatio Myer & Co Ltd was buying an overhead conveyor system from Stewart Gill Ltd. It was defective. Myer refused to pay the last 10% instalment. Gill sued. Myer sought to set off the amount it owed against other sums of money it was due to pay, which is a defence to an application for summary judgment. Gill argued that clause 12.4 of the conditions of sale applied, which said 'The customer shall not be entitled to withhold payment of any amount due to the company under the contract by reason of any payment credit set off counterclaim allegation of incorrect or defective goods or for any other reason whatsoever which the customer may allege excuses him from performing his obligations hereunder.' The first issue was whether the clause fell into UCTA 1977 and the second was whether it was unreasonable.
Lord Donaldson MR, noting there was "more than one way of killing a cat", held that clause 12.4 was within the scope of UCTA 1977 and it was unreasonable. He held that the purpose of section 13 was to stop precisely this variety of exemption clause: the 'no set off' provision in clause 12.4 had the same effect as an exemption clause because it purported to preclude a remedy for breach of contract, and was thus caught by section 13(1)(b) and in turn fell under UCTA 1977 section 3.
Stuart-Smith LJ held that 'but for' clause 12.4, Myer would have had a right to set off Gill's liability to it. Myer had an equitable right to set off Gill's claims against its claims against Gill. Therefore, clause 12.4 was excluding liability which Myer would have had. It was therefore ineffective under section 13(1)(b). Courts will assess the clause as a whole, not just the part alleged to be unreasonable. Section 11(1) reinforces this, that the relevant time is when the contract was made, not the time of breach.
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Photo Production Ltd v Securicor Transport Ltd[1980] UKHL 2 is an English contract law case decided by the House of Lords on construction of a contract and the doctrine of fundamental breach.
The Unfair Contract Terms Act 1977 is an Act of Parliament of the United Kingdom which regulates contracts by restricting the operation and legality of some contract terms. It extends to nearly all forms of contract and one of its most important functions is limiting the applicability of disclaimers of liability. The terms extend to both actual contract terms and notices that are seen to constitute a contractual obligation.
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Office of Fair Trading v Abbey National plc and Others[2009] UKSC 6is a judicial decision of the United Kingdom Supreme Court relating to bank charges in the United Kingdom, with reference to the situation where a bank account holder goes into unplanned overdraft.
Smith v Eric S Bush [1990] UKHL 1 is an English tort law and contract law case, heard by the House of Lords. First, it concerned the existence of a duty of care in tort for negligent misstatements, not made directly to someone relying on the statement. Second, it concerned the reasonableness of a term excluding liability under the Unfair Contract Terms Act 1977, s 2(2) and s 11.
Interpreting contracts in English law is an area of English contract law, which concerns how the courts decide what an agreement means. It is settled law that the process is based on the objective view of a reasonable person, given the context in which the contracting parties made their agreement. This approach marks a break with previous a more rigid modes of interpretation before the 1970s, where courts paid closer attention to the formal expression of the parties' intentions and took more of a literal view of what they had said.
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Karsales (Harrow) Ltd v Wallis [1956] EWCA Civ 4 is an English Court of Appeal decision which established fundamental breach as a major English contract law doctrine. Denning LJ MR gave the leading judgment replacing the Rule of Strict Construction, which require a literal approach to the construction of contract terms.
St Albans City and DC v International Computers Ltd [1996] EWCA Civ 1296 is an English contract law case, concerning unfair terms under the Unfair Contract Terms Act 1977. The parties were St Albans City and District Council and International Computers Limited.
Johnstone v Bloomsbury Health Authority [1992] QB 333 is an English contract law case, concerning implied terms and unfair terms under the Unfair Contract Terms Act 1977.
R&B Customs Brokers Co. Ltd. v. United Dominions Trust Ltd. [1987] EWCA Civ 3 is an English contract law case, concerning unfair terms under the Unfair Contract Terms Act 1977.
Phillips Products Ltd v Hyland and Hamstead Plant Hire Co Ltd [1984] EWCA Civ 5 is an English contract law case concerning the Unfair Contract Terms Act 1977.
Thompson v T Lohan Ltd [1987] 2 All ER 631 is an English contract law case on the Unfair Contract Terms Act 1977.
Unfair terms in English contract law are regulated under three major pieces of legislation, compliance with which is enforced by the Office of Fair Trading. The Unfair Contract Terms Act 1977 is the first main Act, which covers some contracts that have exclusion and limitation clauses. For example, it will not extend to cover contracts which are mentioned in Schedule I, consumer contracts, and international supply contracts. The Consumer Rights Act 2015 replaced the Unfair Terms in Consumer Contracts Regulations 1999 and bolstered further requirements for consumer contracts. The Consumer Protection from Unfair Trading Regulations 2008 concerns certain sales practices.
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