Summary

The defendant was liable to remunerate estate agents for outstanding fees in accordance with the terms of an agency agreement, despite his allegation that he had not received a leaflet containing the agents' terms of business and although the property sale was ultimately concluded without the agents' assistance.

Facts

Claim for outstanding fees allegedly owed to the claimant estate agents ('Aylesford') following the sale of a residential property. A company ('Pisces'), wholly or substantially owned by the defendant ('H'), had a leasehold interest in the property. In 1999 H decided that Pisces should sell its interest in the property. A firm of agents ('Goldenberg') was instructed to market the property. Subsequently, a definitive letter of instruction dated 16 November 1999 was sent to H and provided for Aylesford to act as sole agent. Aylesford submitted that the letter was accompanied by a leaflet setting out its terms of business expressly as required by the Estate Agents Act 1979. H signed a pro forma endorsement at the foot of the letter, but did not append his signature to the leaflet because, on his account, there was no such leaflet with the letter. In 2000 both Goldenberg and Aylesford endeavoured to sell the property. On 11 April 2000 Aylesford showed the property to the eventual purchasers, but the sale was ultimately mediated by a former acquaintance of the purchasers.

Held

(1) H was a patently unreliable witness. He was, at all material times, acutely aware of his potential liability to pay an inevitably substantial sum by way of agents' fees and had done his best to avoid them. (2) On the balance of probability, the letter of 16 November 1999 was accompanied by a leaflet specifying the terms of business. The letter itself claimed as much and H's signature acknowledged such. (3) The agency agreement persisted so as to be current on 11 April 2000. Whilst the letter of instruction only specified a three month period, it expressly provided that it should be read in conjunction with the terms of business, which provided for continuation of the agency until termination by either party. (4) The introduction of the purchasers was effectively caused by Aylesford during the period of their sole agency, so that H was liable to remunerate them. (5) The remuneration fell to be calculated by reference to the full sum paid in consideration not just of the leasehold, but also of the furniture. (6) Aylesford was accordingly entitled to judgment against H.

Claim allowed.