JAPAN MOTORS TRADING CO. LTD. v. WILLIAMS

JUDGMENT OF AMUA-SEKYI J.A.

On the admitted facts, the plaintiff bought the motor vehicle in question, a Nissan diesel bus, from the Trans Africa Engineering & Motor Co. Ltd. For reasons that have not been disclosed, when the vehicle broke down, the plaintiff did not go to the dealers for spares, but rather to the defendants through one of whose directors, Jalal Kalmoni, he placed an order for the spares from Japan. It is agreed that at that time the vehicle was standing idle and the defendants, through their director, were aware of this.

[p.636]

The order was placed with the Toyoshima Special Steel Co. Ltd. which by telex gave a quotation which reads:

"We quote for Japan as follows:

Line Part No Unit Price

Delivery: three months after receipt of your L/C

Terms: I.R. confirmed L/C at sight

Packing: Wooden cases

Validity: 50 days."

The suppliers evidently thought that the defendants required a large number of the spares. When they realised that they were required for the repair of one vehicle only they sent another message, "Actually we do not want this business. This customer is important for you?" The defendants replied, "Yes customer very important." By then, of course, the plaintiff had got his bankers to transfer to a Canadian account the cost of the spares and the defendants had in turn paid the amount to the suppliers. When the spares were not forthcoming the plaintiff sued the defendants in the High Court, Accra for the return of his money, interest and damages. Before the hearing was concluded the plaintiff received the spares and abandoned the claims for the purchase price and interest. However, the claim for damages was upheld on the ground that the defendants had failed to deliver the spares to the plaintiff within three months and the trial judge awarded him substantial damages.

It seems that the import of the words "for Japan" appearing at the head of the telex message was lost on the plaintiff and the court below. Those two words showed as clearly as may be that the time for delivery was the time for delivery in Japan. The contract was of the type known in commercial circles as a FOB contract, meaning free on board. It is a type of contract which our Sale of Goods Act, 1962 (Act 137) recognises and enforces and is to be distinguished from a CF or CIF contract, meaning cost insurance freight, under which the seller assumes the responsibility for shipping the goods to the buyer. The rules governing FOB contracts will be found set o