Supreme Court: Spouse Cannot Withdraw Consent for Mutual Divorce After Settlement Agreement  ||  Supreme Court Suspends PC Act Sentence of Former Minister Anosh Ekka, Flags Overlapping CBI Cases  ||  Supreme Court: Magistrate’s Probe Order Can’t be Quashed on Accused’s Defence  ||  Delhi High Court: No Adverse Inference if Handwriting Sample Refused Without Section 73 Disclosure  ||  J&K&L HC: Bank Officials Not Entitled to Section 197 CrPC Protection Despite Public Servant Status  ||  Kar HC Orders CBI Probe into 53-Acre Land Acquisition, Citing Alleged Monumental Fraud & Conspiracy  ||  Supreme Court Grants Probation to Convicts; Rules Fine-Only Cases Also Eligible  ||  SC Disposes Plea on Allied Health Course Moratorium After NCAHP Issues 2026–27 Guideline  ||  Supreme Court Grants Promotion Relief to Employee Denied Relaxation, Calling it Discrimination  ||  Patna HC: Tender Lapses if Not Extended on Time & Delay Cannot be Cured by Repeated Representations    

G Phadziri & Sons (Pty) Ltd vs Do Light Transport (Pty) Ltd and Another - (20 Feb 2023)

Clauses in which the annexures were mentioned had to be read not in isolation, but as part of the whole agreement

Contract

The issue in the appeal was whether an agreement concluded between the appellant, the first respondent and the second respondent was: (a) void for vagueness; and (b) necessitated a tacit term to be read into it as to its duration.

It is trite that a provision in a contract must be interpreted not only in the context of the contract as a whole, but also to give it a commercially sensible meaning. The clauses in which the annexures were mentioned had to be read not in isolation, but as part of the whole agreement. The high court was correct in holding that the tripartite agreement was not void for vagueness. This was because on any conceivable basis, when Phadziri invited Do Light to be its sub-contractor, both knew about the timetable for Do Light’s scheduled trips on the affected routes. It was therefore contrived for Phadziri to then suggest that the routes were not known, because the timetable was not attached to the tripartite agreement.

The parties seriously entered into the tripartite agreement and considered it capable of implementation, and, in fact, implemented it. Further, clauses 3.1 and 4.8 had to be read so as to give them, and the tripartite agreement, a commercially sensible meaning. Thus, the tripartite agreement had to be preserved and enforced. Turning to whether a tacit term was to be read into the agreement as to its duration, the Supreme Court held that the express duration term of the tripartite agreement had to be preserved and honoured. This was because, there was no evidence that the parties had meant for the duration of the tripartite agreement to be anything other than what it expressly said. Further, the term which Phadziri sought to impute into the agreement was in conflict with its express term as to its duration. It followed that the tripartite agreement was enforceable until the implementation of the integrated public transport services by the Department.

Tags : AGREEMENT   CLAUSES   IMPLEMENTATION  

Share :        

Disclaimer | Copyright 2026 - All Rights Reserved