Oakbank Oil Co., Ltd v. Love & Stewart, Ltd [1918] UKHL 179
(Before the Lord Chancellor (Finlay) , Lord Dunedin , Lord Atkinson , Lord Shaw , and Lord Buckmaster .)55 SLR 179Oakbank Oil Company, Limited v. Love & Stewart, Limited.(In the Court of Session, June 29, 1917, 54 S.L.R. 519.)
Subject_ Contract — Sale of Goods — Conditions — Red Ink Note at Head of Seller's Notepaper Importing Condition into Contract of Sale. Facts:A firm of timber merchants had printed in red ink at the head of their notepaper—“All offers over a period are subject to stoppages through strikes, lock-outs, &c., and the right to cancel is reserved in the event of any of the countries from which our supplies are drawn becoming engaged in war.” In reply to a specification of the requirements of a shale oil company for a year they tendered and adjusted the contract by correspondence on this notepaper. The red ink note was quite clear and distinct, but was not referred to. Held ( sus . judgment of the First Division) that it was a condition of the contract.Per the Lord Chancellor—“It appears to me that the cases with regard to tickets on railways, which are merely vouchers for payment of a fare, have no application, and it is impossible to read the contract here apart from the red ink note.”This case is reported ante ut supra .The pursuers, the Oakbank Oil Company, Limited, appealed to the House of Lords.At the conclusion of the argument on behalf of the appellants—
Lord Chancellor —We have not thought it necessary to call upon learned counsel for the respondents, as the case has been fully argued on the part of the appellants, and every argument that could be presented is fully present to your Lordships' minds.The question is a very short one, and it turns substantially upon the document which is printed in the appendix headed “Letter by defenders to pursuers,” dated 29th July 1914. At the top of the letter is printed in red ink this—“All offers over a period are subject to stoppages through strikes, lock-outs, &c., and the right to cancel is reserved in the event of any ofPage: 180 ↓
The appeal therefore fails.Lord Dunedin —I concur. The judgment of Lord Mackenzie is entirely satisfactory to my mind, and I have really nothing to add to what he said.Lord Atkinson —I concur.Lord Shaw —I am of the same opinion. Had I desired to write upon this case a separate judgment I fear that I should have made but an imperfect paraphrase of the judgment of Lord Mackenzie, with every word of whose opinion I agree.Lord Buckmaster —I agree, and I have nothing to add.Their Lordships dismissed the appeal with expenses.Counsel for the Pursuers (Appellants)— Moncrieff, K.C.— C. H. Brown. Agents— Moncrieff, Warren, Paterson, & Company, Glasgow— Drummond & Reid, W.S., Edinburgh— Grahames & Company, Westminster.Counsel for the Defenders (Respondents)—Lord Advocate and Dean of Faculty (Clyde, K.C.)— A. M. Mackay. Agents— Borland, King, Shaw, & Company, Glasgow— Dove, Lockhart, & Smart, S.S.C., Edinburgh— Ince, Colt, Ince, & Roscoe, London.