Wakilii

Arch Katerega & Anor v Uganda Posts Ltd (HCT-00-CC-CS 20 of 2010)

High Court · [2012] UGCOMMC 83 · 2012 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 unpaid consultancy fees
Decision
Judgment entered for the plaintiffs with declarations, special damages, general damages, interest, and costs

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

Held that a consultancy service agreement may be varied by subsequent conduct where the client waives strict compliance with payment and security provisions and instructs the consultant to commence work, thereby estopping the client from later denying performance. Where a consultant performs services under a varied agreement and the client acknowledges indebtedness and promises payment, the client is liable for the work done on a quantum meruit basis even if the original contract was not performed precisely as written.

Outcome

Judgment entered for the plaintiffs with declarations, special damages, general damages, interest, and costs

Facts

On 26 September 2005, the defendant contracted the plaintiffs to provide consultancy services for the refurbishment of Postel Building, including design, plans, specifications, and bills of quantities. The contract provided for a 20% advance payment conditional on the plaintiffs supplying a bank guarantee. The defendant did not pay the advance but instructed the plaintiffs to commence work on the 2nd and 11th floors. The plaintiffs prepared architectural drawings, bills of quantities, and specifications which they submitted to the defendant for use in a loan application to East African Development Bank. The plaintiffs invoiced the defendant for 30% of the contract sum (UGX 88,832,725) and later a final invoice after termination of the contract. The defendant acknowledged the debt and promised payment by instalments but failed to pay. The plaintiffs sued for special damages, general damages, interest, and costs.

Issues

  1. Whether the Consultancy Service Agreement dated 26th September 2005 was performed by either of the parties.
  2. Whether the said contract was breached by the defendant not paying 30% of the contract sum.
  3. Whether the plaintiffs are entitled to the remedies sought.

Orders

  • It is declared that the Consultancy Services Agreement was partly performed.
  • It is declared that the Consultancy Services Agreement was breached by the defendant.
  • The plaintiffs are entitled to the 30% of the contract sum as claimed.
  • Special damages of UGX 88,832,725 awarded to the plaintiffs.
  • General damages of UGX 10,000,000 awarded to the plaintiffs.
  • Interest awarded on special damages at 18% per annum from December 2007 until payment in full.
  • Interest awarded on general damages at 8% per annum from the date of judgment until payment in full.
  • Costs awarded to the plaintiffs.

Rules and key headnotes

Contract Law — Variation — Waiver of Strict Compliance — Subsequent Conduct
Where parties to a written contract waive a condition by subsequent conduct and agree to vary the mode of performance, neither party may later rely on the waived condition to defeat the other's claim arising from the varied agreement.
Contract Law — Estoppel by Conduct — Waiver of Advance Payment and Security Bond
A party who instructs the other party to commence work under a contract without fulfilling a precondition for advance payment and security, and accepts the work performed, is estopped from later denying performance on grounds that the precondition was not met.
Contract Law — Pleadings — Effect of General Denials — Unpleaded Evidence
Although a defendant is required to specifically traverse each allegation in the plaint under Order 6 rule 8 of the Civil Procedure Rules, evidence on an unpleaded issue may be considered if the issue was clearly left to the court for decision during the trial and the opposing party did not object to the evidence being led.
Contract Law — Quantum Meruit — Unjust Enrichment — Benefit Retained
Where a person derives a benefit from another's performance of services, common law will not allow that person to retain the benefit without compensation on grounds that the performance was outside the precise terms of the contract. The performing party is entitled to payment on a quantum meruit basis.
Contract Law — Acknowledgment of Debt — Effect on Breach
Where a party acknowledges indebtedness in writing, promises to pay by instalments, and subsequently fails to pay, the acknowledgment is evidence of breach and liability, and subsequent denial of the debt or claim of non-performance is an afterthought that the court will not accept absent credible explanation.
Damages & Quantum — Special Damages — Strict Proof — Invoices Not Challenged
Special damages must be strictly pleaded and proved. Where invoices are submitted, not challenged during trial, and acknowledged by the debtor in correspondence, the amounts claimed have been proved to the satisfaction of the court.
Damages & Quantum — General Damages — Restitutio in Integrum — Quantum
The principle behind an award of general damages is restitutio in integrum — to place the injured party as far as possible in the position he would have been in money terms had the wrong not occurred. General damages are awarded in the discretion of the court to compensate for non-pecuniary losses and inconvenience.

Legislation cited (4)

Cases cited (20)

  • Pan African Insurance Company (U) Ltd v International Air Transport Association (HCCS No. 667 of 2003)
  • Buildtrust Constructions Limited v Martha Rugasira (HCCS No. 288 of 2005)
  • Fibrosa Spolka vs Fairbain Lawson Combe Ltd [1943] AC 32
  • J.K Patel v Spear Motors (SCCA No. 04 of 1991)
  • Nile Bank Ltd v Thomas Katto (HCMA No. 1190 of 1999)
  • Sietco v Noble Builders (U) Ltd (SCCA No. 31 of 1995)
  • Kabu Auctioneers and Court Bailiffs & Another v FK Motors Ltd (SCCA No. 19 of 2009)
  • Odd Jobs v Mubia [1970] EA 476
  • Nkalubo v Kibirige [1973] EA 102
  • Agri-Industrial Management Agency Ltd v Kayonza Growers Tea Factory Ltd & Another (HCCS No. 819 of 2004)
  • Andes (ESA) Ltd v Akoog Wat Mulik Systems Ltd (HCCS No. 184 of 2008)
  • Three Way Shipping Services (Group) Ltd v China Chongqing International Construction Corporation (HCCS No. 538 of 2005)
  • Mujuni Ruhemba v Skanska Jensen (U) Ltd (Civil Appeal No. 56 of 2000)
  • United Building Services Ltd v Yafesi Muzira t/a Quickset Builders & Co (HCCS No. 154 of 2005)
  • Hansa & Lloyds Ltd v Aya Investments Ltd (HCCS No. 857 of 2007)
  • Alfa Insurance Consultants Ltd v Empire Insurance Group (SCCA No. 9 of 1994)
  • Eladam Enterprises Ltd v S.G.S (U) Ltd & Others (Civil Appeal No. 20 of 2002)
  • Benedicto Tejuhikirize v U.E.B (HCCS No. 51 of 1993)
  • Superior Construction and Engineering Ltd v Notay Engineering Industries Ltd (HCCS No. 702 of 1989)
  • Roko Construction Co v Attorney General (HCCS No. 517 of 2008)

Full judgment

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Arch Katerega & Anor v Uganda Posts Ltd (HCT-00-CC-CS 20 of 2010) [2012] UGCommC 83 (12 July 2012)
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.