The High Court ordered Revolution Workwear Limited to pay Sri Apparel Limited €114,951 after a dispute over a CAT clothing distribution agreement. It also found that Revolution director Donal O’Sullivan had not been discharged from his liability as guarantor, though the judgment said his liability was secondary and applied only to the extent the company did not pay.
The judgment, delivered by Ms Justice Laffoy on 21 June 2013, concerned the plaintiff’s claim against Revolution, O’Sullivan and Safety World Limited. The plaintiff’s separate claim against Paul Bond was adjourned by consent with liberty to re-enter. Claims by the other defendants against Bond for indemnity or contribution remained to be determined if necessary.
The dispute arose under a 2009 agreement appointing Revolution as distributor of CAT workwear, later varied by a 2011 agreement that removed France and the United Kingdom, except Northern Ireland, from Revolution’s territory. The court rejected the defendants’ arguments that the agreement was unenforceable under competition law, uncertain about territory or automatically terminated because of defaults. It also rejected O’Sullivan’s arguments that he had not understood the guarantee or that the 2011 changes had discharged it. The judge found he had participated in arranging those changes on Revolution’s behalf.
The €114,951 award followed the court’s assessment of the parties’ claims and counterclaims. It allowed the plaintiff €86,658 for goods listed in Schedules A and B of the 2011 agreement, and €57,542 in outstanding sales compensation under that agreement, plus €38,957 for later sales compensation. The court rejected the plaintiff’s €246,320 claim for Schedule E inventory, finding it had not established an entitlement to any sum for that item. It deducted €10,562 for Revolution’s storage and interest costs caused by delayed release of bills of lading, and €57,644 in damages for the plaintiff’s sales to distributors in France and the United Kingdom while Revolution held exclusive rights there.
The court dismissed Revolution’s remaining counterclaims, including its claim over a proposed stock swap and its claim for general damages. It found no established breach concerning sales into Portugal and no evidential basis to quantify loss on that claim.
The court ordered permanent prohibitory relief in the terms sought concerning distribution in France, Canada and the United Kingdom, sales through Amazon’s UK website and sales to Brico Depot stores in France, unless the defendants gave permanent undertakings in those terms. It declined the plaintiff’s requested mandatory orders, finding them effectively moot. It declared that O’Sullivan had not been discharged as guarantor on the grounds raised, while leaving the possible effect of Bond’s separate guarantee unresolved.