Wakilii

Arben Pajaziti v Be Forward Co. Ltd and Another (Civil Suit No. 791 of 2016)

High Court · [2026] UGCOMMC 71 · 2026 Judgment for Plaintiff AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
First instance civil suit for breach of contract and refund of purchase price
Decision
Suit succeeded with judgment entered against both defendants for refund of purchase price, punitive and general damages, interest, cancellation of fraudulent vehicle registration, and costs

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

The court held that an agency relationship existed between the first and second defendants, established by conduct and communications. The second defendant, as agent, owed a duty of care and could be held liable alongside the disclosed principal for breach of that duty. The defendants breached the contract by failing to deliver a vehicle fit for purpose and of merchantable quality, and by wrongfully using the plaintiff's tax-exempt number plates on another vehicle. The plaintiff was entitled to a refund of the purchase price, punitive damages, general damages, interest, cancellation of the fraudulent vehicle registration, and costs.

Outcome

Suit succeeded with judgment entered against both defendants for refund of purchase price, punitive and general damages, interest, cancellation of fraudulent vehicle registration, and costs

Facts

On 6 October 2014, the plaintiff paid USD 8,317 to the first defendant for a motor vehicle under a purchase agreement. The second defendant was to clear the vehicle through customs in Uganda and contact the plaintiff for collection. The plaintiff secured tax-exempt registration and handed the number plates to the second defendant on 6 November 2015. The vehicle arrived in Uganda on 31 December 2014 with a faulty gearbox. The first defendant promised to send a replacement gearbox to the second defendant for repair. Despite these assurances, the vehicle was never repaired or delivered to the plaintiff. Evidence showed that the plaintiff's tax-exempt number plates were registered on a different vehicle (UAX 549Z) on 23 November 2015, which remained in use by someone other than the plaintiff. The first defendant did not appear at the hearing.

Issues

  1. Whether the plaint discloses a cause of action against the 2nd defendant.
  2. Whether the defendants breached the contract for sale of the suit vehicle in the respects alleged by the plaintiff.
  3. Whether the plaintiff is entitled to the remedies sought.

Orders

  • The plaintiff shall recover from the 1st defendant a sum of USD 8,317 being the refund of the purchase price for the suit vehicle.
  • The defendants shall pay the plaintiff punitive damages of UGX 10,000,000.
  • The defendants shall pay the plaintiff general damages of UGX 10,000,000.
  • Interest on the refund and punitive damages at court rate from the date of filing this suit until payment in full.
  • Motor vehicle registration number UAX 549Z in the names of Arben Pajaziti is canceled.
  • The defendants shall pay the costs of the suit.

Rules and key headnotes

Agency — Privity of Contract — Agency by Estoppel — Liability of Agent for Disclosed Principal
Where a party has allowed itself to be represented as an agent of another through consistent conduct and communications, and has acquiesced to that representation by performing obligations stipulated by the purported principal, an agency relationship is implied by estoppel and the agent cannot subsequently deny the relationship or hide behind the doctrine of privity of contract.
Agency — Personal Liability of Agent — Breach of Duty of Care
Although the general rule is that an agent of a disclosed principal cannot be sued, an agent may be held personally liable alongside the principal where the agent breaches the duty of care owed to the principal by failing to conduct the principal's business with reasonable diligence and in accordance with the principal's directions, as required by sections 144 and 145 of the Contracts Act.
Breach of Contract — Fitness for Purpose and Merchantable Quality
A vehicle delivered with a faulty gearbox that is never repaired is not fit for purpose and not of merchantable quality, constituting a breach of the contract of sale even where the seller undertakes to rectify the defect but fails to do so.
Breach of Contract — Delivery — Voluntary Transfer of Possession
Delivery under section 1 of the Sale of Goods and Supply of Services Act means the voluntary transfer of possession from one person to another. Where a buyer pays the full purchase price and costs incidental to delivery but the seller fails to transfer possession of the goods due to unresolved defects, delivery has not been effected and the seller is in breach of contract.
Punitive Damages — Unjust Enrichment — Malicious and Oppressive Conduct
Punitive or exemplary damages may be awarded where a defendant's conduct is egregious, highhanded, malicious, or oppressive. Retaining both the purchase price and the goods without delivering either to the buyer constitutes unjust enrichment and oppressive conduct warranting punitive damages.
Special Damages — Strict Proof — Documentary Evidence Not Always Required
Special damages must be specifically pleaded and strictly proved, but strict proof does not necessarily always require documentary evidence. Where a plaintiff claims transport expenses as special damages but adduces no evidence of the expenditure or proof of transport expenses incurred, the claim for special damages must be denied.

Legislation cited (10)

Cases cited (10)

  • Tororo Cement Co Ltd v Frokina International Ltd (Supreme Court Civil Appeal No. 2 of 2002)
  • Auto Garage v Motokov (No.3) [1971] EA 514
  • Freeman & Anor v Buckhurst Park Properties and Another [1964] 1 All ER 641
  • Francis Xavier Muhoozi t/a Kale Kobil Station v National Bank of Commerce (U) Ltd (Civil Suit No. 0303 of 2006)
  • Obuntu Consulting Ltd v Plan Build Technical Services Ltd (Civil Suit No. 173 of 2014)
  • Derrick Munywevu & Another v Maersk Agency Uganda Limited (Civil Suit No. 528 of 2021)
  • Mable Bakeine v YUASA Investments (High Court Civil Suit No. 136 of 2013)
  • Musoke v Departed Asians Custodian Board [1990-1994] EA 219
  • Ahmed El Termewy v Hassan Awdi & Others (High Court Civil Suit No. 95 of 2012)
  • Stroms v Hutchinson [1905] AC 515

Full judgment

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The original judgment as reported. Read the original PDF before relying on any passage.

Arben Pajaziti v Be Forward Co. Ltd and Another (Civil Suit No. 791 of 2016) [2026] UGCommC 71 (20 February 2026)
Source: this page presents Wakilii’s issue analysis and metadata for a publicly reported Ugandan judgment. Any AI-generated summary is marked as such. Judgment text is sourced from the Uganda Legal Information Institute (ulii.org). Wakilii is not affiliated with ULII.