- Court considers contractual interpretation, agency principles and estoppel by convention under a contract for sale to reunite a classic car with its original gearbox (Gregor Fisken Ltd v Bernard Carl)
- What are the practical implications of this case?
- What was the background?
- What did the court decide?
- Case details
Commercial analysis: On 18 October 2017, George Fisken Ltd (GFL) and Bernard Carl entered into an agreement by which Mr Carl sold a classic Ferrari motor car to GFL for US$44m. The written sale agreement noted that Mr Carl did not have possession of the car’s gearbox which was understood to be with Cenepa, a mechanic in California, but subsequently misplaced, and that an adjustment in the price had been made accordingly. The agreement required Mr Carl to use his best efforts to deliver the gearbox to GFL, if necessary pursuing third parties other than Canepa, in certain circumstances give rise to additional liability upon GFL. After the gearbox had been located, GFL claimed delivery up. Mr Carl resisted this, at least without the payment of a further fee of US$500,000 to which he claimed entitlement under those outcomes set out in the sale agreement. This dispute concerned the interpretation of the agreement, while also considering principles of agency, estoppel by convention, and remedies for breach of contract. Written by Graeme Kirk, barrister, at Lamb Chambers.
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