Societe Italo-Belge v Palm Oils The Post Chaser [1982] 1 All ER 19

Plaintiff was buying goods from Defendant which it needed to sell on, and therefore needed a special “declaration” from Defendant that the contract stated would be sent “as soon as possible after the ship sets sail”.

The declaration only came very late after Plaintiff had failed to say anything, since it was trying to hold the deal together. However, in absence of the declaration it was unable to sell on the produce and refused to buy when the sellers arrived with the stock.

The court (Goff J) ruled that the declaration was an essential part of the deal, that Plaintiff’s lack of protest did not constitute a waiver of their rights and therefore that Defendant was in breach.

There was “no unequivocal representation” by Plaintiff that they did not intend to keep their strict legal rights.