IRVIN & JOHNSON (SOUTH AFRICA), LTD., AND ANOTHER v. UNILEVER, LTD.
(1938) 61 Ll.L.Rep. 75
COURT OF APPEAL.
Before Lord Justice Greer, Lord Justice Slesser and Lord Justice MacKinnon.
Contract-Breach of warranty-Alleged verbal warranty as to term of written contract-Price-Contracts entered into in November, 1934, whereby plaintiffs agreed to sell to defendants the whole of their 1934/1935 and 1935/1936 production of whale oil at £8 10s. per ton- Negotiations leading up to contracts- Contract between defendants and C dated May, 1934, as a basis of negotiation - Terms of contract with C providing (inter alia): "(2) The oil to be of good merchantable quality of the various grades, or a fair allowance to be made . . . (3) The price to be paid . . . £8 10s. per ton . . . (16) If in addition to the above-named quantity buyers purchase prior to the 15th September, 1934, any further whale oil ex season 1934/1935 at any higher price than this contract, then the price of this contract shall be increased accordingly . . . (18) Sellers have the option, to be declared on or before the 21st May, 1934, to renew this contract for same quantities, same agreed prices, and same terms and conditions for the season 1935/1936"- Option to renew exercised by C- Subsequent refusal by C to deliver 1935/1936 season's oil on the ground that his contract was frustrated by reason of Norwegian Government restrictions - Action commenced by defendants against C-Plaintiffs also in some difficulty owing to restrictions - Claim for allowance - Offer by defendants to settle with plaintiffs on basis of the result of the action against C or on basis of £9 per ton for 1934/1935 oil and £11 per ton for 1935/1936 oil-Acceptance by plaintiffs of allowance based on £9 and £11 per ton - Settlement of action between defendants and C on basis of £13 15s. per ton - Claim by plaintiffs for damages for breach of warranty -
Allegation that defendants verbally warranted that their contract with plaintiffs would be on the same terms as contract with C-Defence: that there was no warranty; if there was, that there was no breach; further, that there was accord and satisfaction.