Litasco SA v Der Mond Oil and Gas Africa SA & Anor
[2023] EWHC 2866 (Comm)
Addax Energy SA v Petro Trade Inc
4 July 2023
[2023] EWHC 1609 (Comm)
High Court
A company (Addax) sued another company (PT) for unpaid bills for fuel. PT didn't show up to court, and Addax proved they had a deal and PT owed the money. The judge didn't believe PT's excuses about the fuel being stolen.
Key Facts
- •Addax Energy SA (Addax) claimed US$2,761,408.78 from Petro Trade Inc. (PT) for unpaid invoices for petroleum products.
- •The claim involved four unpaid invoices: one under a gasoil sales contract dated 25 August 2016 and three under a Term Agreement dated 3 January 2018.
- •PT did not appear and was not represented at trial.
- •PT had previously challenged the court's jurisdiction, which was dismissed by Cockerill J. ([2022] EWHC 237 (Comm)).
- •The main disputes centered on whether a binding Term Agreement was reached, the terms of the agreements (especially regarding risk transfer and payment obligations), and PT's allegations of product appropriation.
Legal Principles
Incorporation of standard terms through a course of dealing.
Transformer & Rectifiers Ltd. v Needs Ltd. [2015] EWHC 269 (TCC), Chitty on Contracts (34th ed., 2021)
Procedure where one party is unrepresented.
Hirbodan Management Co v Cummins Power Generation Ltd [2021] EWHC 3315 (Comm)
Agreements void for uncertainty.
Pagnan SpA v Feed Products Limited [1987] 2 Lloyd's Rep. 601, RTS Flexible Systems Ltd v Molkerei Alois Müller GmbH & Co KG (UK Production) [2010] 1 WLR 753
Outcomes
Addax's claim was successful.
The court found that a binding Term Agreement existed and that PT was liable for the unpaid invoices. The court rejected PT's defenses, finding them unsupported by evidence and inconsistent with the course of dealing between the parties and the documentation presented.
PT was found liable for the unpaid invoices under both the Gasoil Contract and the Term Agreement.
The court determined that the spot contracts were part of the Gasoil Contract due to a consistent course of dealing. Regarding the Term Agreement, the court accepted Addax's evidence that the agreement had been reached orally and later documented, rejecting PT's claims of uncertainty and lack of agreement.
PT's defenses regarding product appropriation were rejected.
The court found insufficient evidence to support PT's claims of product appropriation and considered the evidence presented by Addax, including stock reports, to be more credible.
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