Wakilii

Fred Kitayimbwa Salongo v Peggy Garments Ltd (HCT-00-CC-CS 345 of 2003)

High Court · [2009] UGCOMMC 51 · 2009 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 arising from a sub-contracting agreement for screen printing services
Decision
Judgment for plaintiff with damages and costs; defendant's counterclaim dismissed

Observed later treatment

No later-treatment classification is recorded for this judgment.

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Holding

Held that the contract was by sample and the computer graphic paper sample was the agreed standard. The defendant's printed round neck T-shirts did not match the sample due to colour contamination and improper placement of the logo. The defendant breached the contract by failing to produce products conforming to the sample. The plaintiff validly rescinded the contract after rejection of defective products. Special damages of UGX 3,629,000 and general damages of UGX 2,000,000 awarded to the plaintiff. The defendant's counterclaim dismissed.

Outcome

Judgment for plaintiff with damages and costs; defendant's counterclaim dismissed

Facts

The plaintiff sub-contracted the defendant company to carry out screen printing and heat pressing services on an assortment of Ndere Troupe Foundation garments and caps, including 315 round neck T-shirts, 20 polo T-shirts, and 50 caps, at a price of UGX 1,754,500. The parties worked together to create a logo design showing the Uganda and Australia flags combined with Ndere Troupe symbols (a bird with flute and symbolic stones). They agreed on a computer graphic paper sample which was approved by Ndere Troupe Foundation. The defendant produced sample polo T-shirts which were approved. The plaintiff paid UGX 225,000 initially and UGX 135,000 later (total UGX 360,000). When the defendant delivered the round neck T-shirts, Ndere Troupe rejected them because the logo printed did not match the approved sample—colours were contaminated (yellow mixed with red in the Uganda flag, white mixed with red in the Australian flag), the stones did not appear clearly, and the logo was improperly placed (off-centre). The plaintiff accepted the caps and polo T-shirts but rejected the round neck T-shirts. The defendant claimed the plaintiff took delivery of some T-shirts but failed to pay the balance and counterclaimed UGX 1,343,500 for unpaid work.

Issues

  1. Whether any of the parties was in breach of the contract.
  2. Whether the contract was by sample.
  3. What was the sample for the purposes of the contract.
  4. Whether the defendant's products matched the sample.
  5. Whether the plaintiff had validly rescinded the contract.
  6. What remedies are available to either party.

Orders

  • Judgment entered in favour of the plaintiff.
  • Special damages awarded to the plaintiff in the sum of UGX 3,629,000.
  • General damages awarded to the plaintiff in the sum of UGX 2,000,000.
  • Interest on special and general damages at the court rate from date of judgment until payment in full.
  • Costs of the suit awarded to the plaintiff.
  • Defendant's counterclaim dismissed.

Rules and key headnotes

Contract Law — Sale by Sample — Requirements
A contract is a contract for sale by sample where there is a term in the contract, express or implied, to that effect, and parties are bound by their pleadings where both concede that the contract was by sample.
Contract Law — Sale by Sample — Identification of Sample
Where parties work together to create a design culminating in a computer graphic paper sample which is approved, and this is followed by sample products on fabric approved for certain items but not all items in the contract, the original paper sample remains the contractual sample for all items in the absence of evidence that separate fabric samples were produced and paid for.
Contract Law — Breach — Failure to Match Sample — Implied Condition
In a contract for sale or supply by sample, there is an implied condition that the bulk or final product shall correspond with the sample in quality, and failure to match the sample in material respects constitutes a breach of contract.
Contract Law — Breach — Professional Responsibility
Where a buyer expressly makes known to a professional service provider the particular purpose for which goods are required and relies on the provider's skill and judgment, and the provider produces defective goods knowing that the materials or methods used would produce a defective result, the provider breaches the contract and acts unprofessionally.
Contract Law — Rescission — Bar by Impossibility of Restitution
The right to rescind a contract for breach is barred by impossibility of restitution. Where a buyer retains and sells defective goods to third parties, thereby making restoration impossible, the buyer cannot rescind the contract as to those goods but may claim damages for breach of warranty.
Contract Law — Rescission — Rejection and Notice
A contract may be rescinded by bringing legal proceedings, by notice to the other party, or by conduct such as returning goods to the supplier. Valid rescission requires timely rejection and reasonable opportunity for the supplier to remedy the defect before final rejection.
Damages & Quantum — Breach of Contract — Measure of Damages
Under the rule in Hadley v Baxendale, damages recoverable for breach of contract are limited to loss which may fairly and reasonably be considered as arising naturally from the breach according to the usual course of things, or such loss as may reasonably be supposed to have been in the contemplation of both parties at the time they made the contract as the probable result of the breach.

Legislation cited (5)

  • Sale of Goods Act s.15
  • Sale of Goods Act s.16
  • Sale of Goods Act s.35
  • Sale of Goods Act s.48
  • Sale of Goods Act s.52

Cases cited (9)

  • Hasanali M Sachoo v John Kopings O.V.T. (1958) EA 463
  • Hennessy & Co v Keating (1908) 25 RPC 361
  • Drumond v Van Ingen (1887) 12 App Cas 284
  • Astington Piggeries Ltd v Christopher Hill (1971) 1 All ER 847
  • Mohamed Anwar v Manjarid & another (Civil Appeal No. 5 of 1973)
  • Surrey County Council & Anor v Bredero Homes Ltd (1993) 3 All ER 705
  • Mukisa Biscuits and Manufacturing Co Ltd v West End Distributors Ltd (No. 2) (1970) EA 469
  • Hadley v Baxendale (1854) 9 Exch 43
  • Victoria Laundry Ltd v Newman Industries Ltd (1949) 2 KB 528

Full judgment

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

Fred Kitayimbwa Salongo v Peggy Garments Ltd (HCT-00-CC-CS 345 of 2003) [2009] UGCommC 51 (21 May 2009)
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.