Wakilii

Cents Publication Limited v Kizito (Civil Appeal 13 of 2020)

High Court · [2021] UGCOMMC 195 · 2021 Appeal Allowed AI-generated summary ↓ Download Pin to watchlist Add to matter
Jurisdiction
Uganda
Case Type
Appeal from judgment of Nabweru Chief Magistrate's Court in a breach of contract suit
Decision
Trial court judgment set aside; appellant entitled to balance of purchase price minus repair costs

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

The High Court allowed the appeal, finding that the seller did not breach implied conditions of fitness for purpose or merchantable quality under the Sale of Goods Act Cap 82. The buyer examined a display machine, then chose a sealed machine. Defects arose from storage conditions, not manufacturing, and the buyer could not claim breach where defects from storage were not disclosed by the seller of a sealed item. The buyer remained liable for the balance of the purchase price less replacement costs for parts damaged in storage.

Outcome

Trial court judgment set aside; appellant entitled to balance of purchase price minus repair costs

Facts

On 6 May 2014, the respondent agreed to purchase a DST 24 cone baking machine from the appellant for UGX 13,000,000. The respondent paid UGX 9,500,000 initially, with the balance of UGX 3,500,000 to be paid in three months. The respondent examined a display machine, but took a sealed machine described in the agreement as brand new and blue. After delivery, the engineer found the machine faulty due to a thermal cable damaged by rats during storage. Repairs failed to make the machine operational. The respondent sued for breach of contract, seeking recovery of the purchase price and damages. The magistrate's court found for the respondent. The appellant appealed, arguing no breach occurred and the respondent had accepted the goods.

Issues

  1. Whether the trial magistrate erred in holding that the appellant breached the terms of the contract
  2. Whether the trial magistrate erred in failing to evaluate and appreciate the evidence

Orders

  • Appeal allowed.
  • The decision and orders of the trial Magistrate are set aside.
  • The Appellant is entitled to the balance of UGX 3,500,000 on the purchase price of the machine less what the Respondent spent on to replace the parts of the machine that were damaged during storage.
  • Costs of this appeal and the lower court are awarded to the Appellant.

Rules and key headnotes

Sale of Goods — Implied Conditions — Merchantable Quality — Effect of Examination
Under section 15(b) of the Sale of Goods Act Cap 82, where a buyer examines goods before purchase, there is no implied condition as regards defects which the examination ought to have revealed. A buyer who examines a display model but chooses a sealed item cannot later claim breach of the implied condition of merchantable quality for defects that would have been revealed by examination of the item actually purchased.
Sale of Goods — Fitness for Purpose — Defects Arising from Storage
A seller is not liable for breach of the implied condition of fitness for purpose where defects in goods arise from storage conditions rather than manufacturing defects, and the seller did not disclose the storage-related defects because the goods were sealed at the time of sale.
Misrepresentation — Elements — Inducement
A claim of misrepresentation requires proof that the claimant was induced by a false or misleading statement made prior to the contract to enter that contract. Mere non-disclosure of defects in sealed goods does not constitute misrepresentation.
Sale of Goods — Merchantable Quality — Definition and Application
There is no exhaustive definition of merchantable quality under the Sale of Goods Act. The purpose for which goods are to be used should guide the court in deciding whether goods are of merchantable quality or fit for purpose. Quality includes the state and condition of the goods and their fitness for purposes for which goods of that kind are commonly supplied.

Legislation cited (3)

  • Sale of Goods Act Cap 82 s.12
  • Sale of Goods Act Cap 82 s.15
  • Sale of Goods Act Cap 82 s.35

Cases cited (9)

  • Hon. Mable Bakeine v Yuasa Investments Ltd (HCCS No. 136 of 2013)
  • Fredrick Zaabwe v Orient Bank Ltd (SC Civil Appeal No. 4 of 2006)
  • Baguma Fred v Uganda (SC Criminal Appeal No. 7 of 2004)
  • Kifamunte Henry v Uganda (SC Criminal Appeal No. 10 of 1997)
  • Sanyu Lwanga Musoke v Sam Galiwango (SC Civil Appeal No. 48 of 1995)
  • Ewadra Emmanuel v Spencon Services Limited (Civil Suit No. 0022 of 2015)
  • Avon Insurance Plc vs Swire Fraser Ltd [2000] 1 ALL ER (comm) 573
  • Nottingham Patent Brick & Tile Co. Vs Butler (1886) 16 QBD 778
  • Smith vs Chadwick (1884) 9 App Case 187

Full judgment

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

Cents Publication Limited v Kizito (Civil Appeal 13 of 2020) [2021] UGCommC 195 (2 August 2021)
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.