Contracts Act

1. "agreement" means a promise or a set of promises forming the consideration for each other;
2. "coercion" means the commission or threatening to commit any act forbidden under any law or the unlawful detaining or threatening to detain any property, to the prejudice of any person with the intention of causing any person to enter into an agreement;
3. "consent" means agreement of two or more persons obtained freely, upon the same thing in the same sense;
4. "consideration" means a right, interest, profit or benefit accruing to one party or forbearance, detriment, loss or responsibility given, suffered or undertaken by the other party;
5. "consideration for a promise" means where, at the desire of a promisor, a promisee or any other person does or abstains from doing or promises to do or to abstain from doing something;
6. "contingent contract" means a contract to do something or not to do something where an event, collateral to a contract, does or does not happen;
7. "contract" means an agreement enforceable by law as defined in section 9;
8. "currency point" has the value assigned to it in the Schedule to this Act;

11 further items remain in the statutory text above.

1. (1) The communication of an offer is made by an act or omission of a party who proposes the offer, by which that party intends to communicate the offer or which has the effect of communicating the offer.
2. (2) The communication of acceptance of an offer is made by an act or omission of a party who accepts the offer, by which that party intends to communicate the acceptance or which has the effect of communicating the acceptance.
3. (3) The communication of revocation of an offer or acceptance is made by any act or omission of a party who revokes the offer or acceptance, respectively, by which that party intends to communicate the revocation or which has the effect of communicating the revocation.

1. (1) Communication of an offer is complete when it comes to the knowledge of the person to whom it is made.
2. (2) Communication of an acceptance is complete-
3. (a) as against the offeror, when it is put in a course of transmission to him or her so as to be out of the power of the acceptor; or
4. (b) as against the acceptor, when it comes to the knowledge of the offeror.
5. (3) Communication of a revocation is complete-
6. (a) as against the person who makes it, when it is put into a course of transmission to the person to whom it is made, so as to be out of the power of the person who makes it; or
7. (b) as against the offeree, when it comes to his or her knowledge.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) An offer may be revoked at any time before the communication of its acceptance is completed.
2. (2) An acceptance may be revoked at any time before the communication of the acceptance is complete.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (b) lapse of the time prescribed in the offer, for its acceptance, or, where time is not prescribed, by the lapse of a reasonable time without communication of the acceptance;
2. (c) the failure of the acceptor to fulfil a condition precedent to acceptance; or
3. (d) the death or mental illness of the offeror, where the fact of the death or mental illness comes to the knowledge of the acceptor before acceptance.

1. (1) An offer is converted into a promise where the acceptance is-
2. (a) absolute and unqualified; and
3. (b) expressed in a usual and reasonable manner, except where the offer prescribes the manner in which it is to be accepted.
4. (2) Where an offer prescribes the manner in which it is to be accepted and the acceptance is not made in that manner, the offeror may, within a reasonable time after the acceptance is communicated to him or her, demand that the offer is accepted only in the prescribed manner.
5. (3) Where an offeror fails to demand under subsection (2) that acceptance be made in the prescribed manner, the offeror shall be deemed to have accepted the manner of acceptance offered by the offeree.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. The performance of the conditions of an offer or the acceptance of any consideration for a reciprocal promise which may be offered with an offer, is an acceptance of the offer

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) A promise may be express or implied.
2. (2) A promise is express, where an offer or an acceptance of a promise is made either verbally or in writing.
3. (3) A promise is implied, where an offer or an acceptance is not made either verbally or in writing.

1. (1) A contract is an agreement made with the free consent of parties with capacity to contract, for a lawful consideration and with a lawful object, with the intention to be legally bound.
2. (2) A contract may be oral or written or partly oral and partly written or may be implied from the conduct of the parties.
3. (3) A contract is in writing where it is-
4. (a) in the form of a data message;
5. (b) accessible in a manner usable for subsequent reference; and
6. (c) otherwise in words.
7. (4) Nothing in this Act shall affect any law in Uganda relating to contracts by corporations or generally.
8. (5) A contract, the subject matter of which exceeds twenty-five currency points, shall be in writing.

2 further items remain in the statutory text above.

1. (1) A person has capacity to contract where that person is-
2. (a) eighteen years or above;
3. (b) of sound mind; and
4. (c) not disqualified from contracting by any law to which he or she is subject.
5. (2) Notwithstanding this section, a person of sixteen years or above has the capacity to contract as provided under Article 34(4) and (5) of the Constitution.

1. (1) For the purposes of entering into a contract, a person is said to be of sound mind, if at the time of entering into the contract, that person is capable of understanding the contract and of forming a rational judgment as to its effect upon his or her interests.
2. (2) A person who is usually suffering from mental illness but occasionally of sound mind may enter into a contract during periods when he or she is of sound mind.
3. (3) A person who is usually of sound mind but occasionally suffers from mental illness may not enter into a contract during periods when he or she is suffering from mental illness.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (b) undue influence, as defined in section 13;
2. (c) fraud, as defined in section 14;
3. (d) misrepresentation; or
4. (e) mistake, subject to sections 16 and 17.

1. (1) A contract is induced by undue influence where the relationship subsisting between the parties to a contract is such that one of the parties is in a position to dominate the will of the other party and uses that position to obtain an unfair advantage over the other party.
2. (2) For the purposes of subsection (1), a party is taken to be in a position to dominate the will of another party, where-
3. (a) the party holds a real or apparent authority over the other party;
4. (b) the party stands in a fiduciary relationship to the other party; or
5. (c) the mental capacity of the other party is temporarily or permanently affected by reason of age, illness, mental or bodily distress.
6. (3) Where a party who is in a position to dominate the will of the other party, enters into a contract with that other party and the transaction appears, on the face of it or on the evidence adduced, to be unconscionable, the burden of proving that the contract was not induced by undue influence shall be upon the party in a position to dominate the will of the other party.
7. (4) Nothing in subsection (3) shall affect section 111 of the Evidence Act.
8. (5) In this section, a party is said to stand in a fiduciary relationship to another party if the party has duties involving good faith, trust, special confidence and candor towards that other party, such as a relationship between an attorney and a client, a guardian and a ward, a principal and an agent, an executor and an heir, a trustee and a beneficiary or a landlord and tenant.

1. (1) Consent is induced by fraud where any of the following acts is committed by a party to a contract, or with the connivance of that party, or by the agents of that party, with intent of deceiving the other party to the contract or the agent of the other party, or to induce the other party to enter into the contract-
2. (a) a suggestion to a fact which is not true, made by a person who does not believe it to be true;
3. (b) the concealment of a fact by a person having knowledge or belief of the fact;
4. (c) a promise made without any intention of performing it;
5. (d) any act intended to deceive the other party or any other person; or
6. (e) any act or omission declared fraudulent by any law.
7. (2) For the purposes of this Act, mere silence as to facts likely to affect the willingness of a person to enter into a contract is not fraud, unless the circumstances of the case are such that, it is the duty of the person keeping silence to speak, or unless the silence is, in itself, equivalent to speech.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) Where consent to an agreement is obtained by coercion, undue influence, fraud or misrepresentation, the agreement is a contract voidable at the option of the party whose consent was obtained by coercion, undue influence, fraud or misrepresentation.
2. (2) Where consent is caused by misrepresentation or by silence which is deemed fraudulent within the meaning of section 14, the contract is not voidable, if the party whose consent was obtained had the means of discovering the truth with ordinary diligence.
3. (3) Fraud or misrepresentation which does not cause a party on whom the fraud or misrepresentation is effected, to consent to a contract, does not render a contract voidable.
4. (4) A party to a contract, whose consent is obtained by fraud or misrepresentation, may, where that party thinks fit, insist that the contract is performed and that he or she is put in the position in which he or she would have been if the representations made, had been true.
5. (5) A contract which is voidable on the ground that the consent of a party to the contract was caused by undue influence, may be set aside absolutely or where the party who was entitled to avoid it received any benefit under the contract, upon such terms and conditions as may seem just to court.

1. (1) Where both parties to an agreement are under a mistake as to a matter of fact which is essential to the agreement, consent is obtained by mistake of fact and the agreement is void.
2. (2) A contract is void where one of the parties to it operates under a mistake as to a matter of fact essential to the contract.
3. (3) An erroneous opinion as to the value of the things which form the subject matter of an agreement shall not be deemed a mistake as to a matter of fact.

1. Where a contract is entered into by a mistake in respect of any law in force in Uganda, the contract is void

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) A consideration or an object of an agreement is lawful, except where the consideration or object-
2. (a) is forbidden by law;
3. (b) is of such nature that, if permitted would defeat the provisions of any law;
4. (c) is fraudulent;
5. (d) involves or implies, injury to a person or the property of another person; or
6. (e) is declared immoral or against public policy by a court.
7. (2) An agreement whose object or consideration is unlawful is void and a suit shall not be brought for the recovery of any money paid or thing delivered or for compensation for anything done under the agreement, unless-
8. (a) the court is satisfied that the plaintiff was ignorant of the illegality of the consideration or object of the agreement at the time the plaintiff paid the money or delivered the thing sought to be recovered or did the thing in respect of which compensation is sought;

4 further items remain in the statutory text above.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) An agreement made without consideration is void except where the agreement-
2. (a) is expressed in writing and registered under the Registration of Documents Act and is made on account of natural love and affection between parties standing in a near relation to each other;
3. (b) is a promise to compensate, wholly or in part, a person who has already voluntarily done something for the promisor or something which the promisor was legally compellable to do; or
4. (c) is a promise, made in writing and signed by the person responsible for it or by the agent of that person, to pay wholly or in part a debt for which a creditor may have enforced payment but is restricted by the Limitation Act.
5. (2) Nothing in this section shall affect the validity of any gift given by a donor to a donee.
6. (3) An agreement to which the consent of a promisor is freely given is not void merely because the consideration is inadequate.
7. (4) Notwithstanding subsection (3), the inadequacy of consideration may be taken into account by the court in determining whether the consent of a promisor was freely given.

1. (1) An agreement which restrains a person from exercising a lawful profession, trade or business of any kind, is to that extent void, unless the restraint is reasonable in respect to the interests of the parties concerned and in respect to the interests of the public.
2. (2) For the purposes of subsection (1), an agreement in restraint of trade is not reasonable in respect to the interests of the parties, where the restraint exceeds what is reasonably necessary to protect a proprietary interest of a promisee.
3. (3) The burden of proving that a restraint is reasonable in respect to the interests of the parties shall lie upon the promisee and the burden of proving that a restraint is unreasonable in respect to the interests of the public shall lie on the promisor.

1. (1) An agreement which restricts a party absolutely from enforcing his or her rights under or in respect of a contract, by legal proceedings or which limits the time within which the party may enforce his or her rights, is void to that extent.
2. (2) This section shall not-
3. (a) render illegal-
4. (i) a contract by which two or more persons agree that any dispute which may arise between them in respect of any subject shall be referred to arbitration and that only the amount awarded in the arbitration shall be recoverable in respect of the dispute referred to arbitration; or
5. (ii) any contract in writing, by which two or more persons agree to refer to arbitration any question which has already arisen between them; and
6. (b) affect any reference to arbitration under any law.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

This section states a single governing proposition and does not enumerate separate elements.

1. (1) An agreement made by way of an unlicensed wager is void.
2. (2) For the purposes of this section, "wager" means a promise to pay money or other consideration on the occurrence of an uncertain event.

1. (1) An agreement to do an act which is impossible to perform is void.
2. (2) A contract becomes void, where the contract is to do an act which, after the contract is made, becomes impossible or unlawful or which by reason of an event which the promisor could not prevent, becomes impossible or unlawful.
3. (3) Where a person promises to do an act which he or she knew or which with reasonable diligence, may have known to be impossible to perform and which the promisee did not know to be impossible or unlawful, the promisor shall compensate the promisee for any loss which the promisee may suffer as a result of the non-performance of the promise.
4. (4) For the purposes of this section, an act shall be taken to be impossible of performance if in law or the course of nature, no person can do or perform it.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a person makes a reciprocal promise, firstly to do a certain thing which is legal, and, secondly, under specified circumstances, to do a certain thing which is illegal, the promise to do the legal thing shall be a contract but the promise to do an illegal thing shall be a void agreement

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where an alternative promise, one part of which is legal and the other part illegal, is made, only the legal part may be enforced

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. A contract to do something or not to do a particular thing where an uncertain future event on which the contract is contingent, happens, shall not be enforced except where and until that event happens, and where the event becomes impossible, the contract shall become void

1. A contract to do something or not to do a particular thing where an uncertain future event on which the contract is contingent does not happen, may be enforced after the happening of that event becomes impossible, but not before

1. Where a future event on which a contract is contingent is the way in which a person is to act at an unspecified time, the event shall be considered to have become unattainable where that person does anything which renders it impossible for him or her to act within a definite time or under further contingencies

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) A contract to do something or not to do a particular thing, which is contingent on the happening of a specified or uncertain event within a specified time, becomes void where-
2. (a) at the expiration of the time fixed, the event has not happened; or
3. (b) before the time fixed, the happening of the event becomes impossible.
4. (2) A contract to do something or not to do a particular thing, which is contingent on the fact that a specified event or uncertain event does not happen within a fixed time, may be enforced-
5. (a) when the time fixed for the happening of the event expires and the event has not happened; or
6. (b) before the time fixed expires, where it becomes certain that the event will not happen.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) The parties to a contract shall perform or offer to perform, their respective promises, unless the performance is dispensed with or excused under this Act or any other law.
2. (2) A promise binds a representative of a promisor, in case of the death of the promisor before performance, unless a contrary intention appears from the contract.

1. (1) Where a promisor makes an offer of performance to a promisee but the offer is not accepted, the promisor is not responsible for nonperformance and does not lose his or her rights under the contract.
2. (2) An offer shall fulfil the following conditions-
3. (a) it shall be unconditional;
4. (b) it shall be made at a time and place and under such circumstances that the person to whom it is made has a reasonable opportunity of ascertaining that the person by whom it is made is able and willing to do what he or she is bound to do by the promise; and
5. (c) where the offer is an offer to deliver anything to the promisee, the promisee shall have a reasonable opportunity to see that what is offered is what the promisor is bound by the promise to deliver.
6. (3) An offer to one of several joint promisees has the same legal consequences as an offer to all of the joint promisees.

1. Where a party to a contract refuses or disables himself or herself from performing a promise in its entirety, the promisee may put an end to the contract unless he or she signifies by words or conduct, to its continuance

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (b) the promisor or the representative of the promisor may employ a competent person to perform the promise.

1. When a promisee accepts performance from a third person, the promisee shall not afterwards enforce performance against a promisor

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) Where two or more persons make a joint promise, unless a contrary intention appears in the contract, all the persons who make the joint promise, shall be bound to fulfil the promise.
2. (2) Where a person who makes a joint promise dies, the representative pf that deceased person jointly with the surviving person, shall fulfil the bligations.
3. (3) Where all the persons who make apromise die, their representatives shall fulfil their obligations jointly.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where two or more persons make a joint promise, the promisee may, in the absence of an express agreement to the contrary, compel one or more of the joint promisors to perform the whole promise.
2. (2) Where a promisee who institutes a suit against one or several joint promisors obtains a decree against the promisor or promisors, nothing in this section shall be construed as permitting the promisee to institute any further suit arising out of the same cause of action, against any other joint promisor.
3. (3) A joint promisor may compel the other joint promisor to contribute equally to the performance of the promise unless a contrary intention appears from the contract.
4. (4) Where a joint promisor defaults in a contribution to the performance of a promise, the other joint promisors shall bear the loss arising from the default, in equal shares.
5. (5) A joint promisor who bears the loss referred to in subsection (4) may recover from the defaulting joint promisor the amount contributed by him or her arising out of the default.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (b) free the joint promisor who is released, from responsibility to the other joint promisor.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where a person makes a promise to two or more persons jointly, then unless a contrary intention appears in the contract, the right to claim performance rests between that person and the other persons, jointly.
2. (2) Where a person to whom a joint promise is made dies, the representative of that deceased person jointly with the surviving person to whom the promise is made, are entitled to the fulfilment of the joint promise.
3. (3) Where persons who make a joint promise die, their representatives shall fulfil their obligations jointly.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where a promisor is to perform a promise in a contract without a request by a promisee and time for performance is not specified in the contract, the engagement shall be performed within a reasonable time.
2. (2) Where a promise is to be performed on a specific day and a promisor undertakes to perform the promise without a request by a promisee, the promisor may perform it at any time during the usual hours of business on that day, at the place at which the promise ought to be performed.
3. (3) Where a promise is to be performed on a specific day and a promisor does not undertake to perform the promise without a request by a promisee, the promisee may apply for the performance of the promise at a proper place within the usual hours of business.
4. (4) Where a promise is to be performed without a request by a promisee and a place for its performance is not fixed, a promisor may apply to the promisee to appoint a reasonable place for the performance of the promise.
5. (5) Subject to the provisions of this section, the performance of a promise may be made in any manner and at any time which a promisee prescribes or sanctions.
6. (6) Determination of what a proper time or a proper place is, shall, n each case, be a question of fact.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a contract consists of reciprocal promises to be performed simultaneously, a promisor need not perform his or her promise unless the promisee is ready and willing to perform his or her reciprocal promise

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. Where the order in which reciprocal promises are to be performed is expressly fixed by the contract, the promises shall be performed in that order, and where the order is not expressly fixed by the contract, the promises shall be performed in the order in which the nature of the transaction requires

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) When a contract contains reciprocal promises and one party to the contract prevents the other party from performing his or her promise, the contract shall become voidable at the option of the party who is prevented from performing his or her promise.
2. (2) A party who sustains a loss as a result of non-performance of a promise under subsection (1) is entitled to compensation from the other party for any loss which he or she sustains.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. Where a contract consists of reciprocal promises and one of them cannot be performed, or where the performance of a promise cannot be claimed until the other promise is performed and the promisor of the other promise fails to perform it, the promisor shall not claim the performance of the reciprocal promise and shall pay compensation to the other party to the contract for any loss which the other party may sustain by the non-performance of the contract

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) Where a party to a contract promises to do a certain thing at or before the specified time but fails to do the thing at or before the specified time, the contract or the part of the contract that has not been performed, becomes voidable at the option of the promisee, if the intention of the parties was that time was of the essence to the contract.
2. (2) Where it was not the intention of the parties that time is of the essence to a contract, the contract does not become voidable by the failure to do the thing promised in the contract at or before the specified time; but the promisee is entitled to compensation from the promisor for any loss occasioned to the promisee, by the failure.
3. (3) Where a contract is voidable on account of the failure by the promisor to perform his or her promise at the agreed time and the promisee accepts performance of the promise at a time other than the agreed time, the promisee shall not claim compensation for any loss occasioned by the nonperformance of the promise at the time agreed.
4. (4) Subsection (3) does not apply if at the time of acceptance of performance at a time other than the agreed time, the promisee gives notice to the promisor of his or her intention to claim compensation.

1. Where a debtor, who owes several distinct debts to one person makes a payment to that person, with express indication or under circumstances that imply that the payment is to be applied to the discharge of a particular debt, the payment, if accepted, shall be applied accordingly

1. Where a debtor omits to indicate the debt to which a payment is to be applied and there are no circumstances to indicate the debt to which the payment is to be applied, the creditor may apply the payment, at his or her discretion, to any lawful debt actually due to him or her and payable by the debtor, whether its recovery is barred by the Limitation Act, or not.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where none of the parties to a contract makes an appropriation, |ie payment shall be applied in discharge of the debts in order of time, Ivhether the recovery is barred by the Limitation Act, or not.
2. (2) Where debts are of equal standing, payment shall be applied in discharge of each, proportionally.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where the parties to a contract agree to substitute for the original contract a new contract or to rescind or alter the original contract, the original contract need not be performed

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (b) extend the time for the performance of a contract; or
2. (c) accept instead of the promise, any satisfaction which he or she thinks fit.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where a person at whose option a contract is voidable, rescinds it, the other party to the contract need not perform any promise contained in the contract.
2. (2) A party who rescinds a voidable contract shall, if that party received any benefit from the other party to the contract, restore the benefit to the person from whom it is received.

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) Where an agreement is found to be void or when a contract becomes void, a person who received any advantage under that agreement or contract is bound to restore it or to pay compensation for it, to the person from whom he or she received the advantage.
2. (2) Where a party to a contract incurs expenses for the purposes of performance of the contract, which becomes void after performance under section 24(2), the court may if it considers it just to do so in all the circumstances-
3. (a) allow the other party to retain the whole or any part of any advantage received by him or her;
4. (b) discharge the other party, wholly or in part, from making compensation for the expenses incurred; or
5. (c) make an order that the party recovers the whole or any part of any payments, discharge or other advantages not greater in value than the expenses incurred.

1. The rescission of a voidable contract may be communicated in the manner that applies to the communication of a revocation of an offer and subject to this Act

1. Where a promisee neglects or refuses to afford a promisor reasonable facilities for the performance of his or her promise, the promisor shall be exempted by the neglect or refusal of the promisee to perform the promise

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a person incapable of entering into a contract or anyone whom that person is legally bound to support, is supplied by another person with necessaries suited to the condition in life of that person or of anyone that that person is legally bound to support, the person who furnishes the supplies is entitled to reimbursement from the property of the person who is incapable of entering into a contract

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where a person lawfully does anything for another person or delivers anything to another person, not intending to do so gratuitously and the other person enjoys the benefit, the person who enjoys the benefit shall compensate the person who provides the benefit in respect of or to restore, the thing done or delivered.
2. (2) Compensation shall not be made where the person sought to be charged had no opportunity of accepting or rejecting the benefit.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. A person who finds goods that belong to another and takes them into his or her custody shall be subject to the same responsibilities as a bailee, as provided in Part IX of this Act

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. A person to whom money is paid by mistake or to whom anything is delivered by mistake shall repay or return the money or thing delivered

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) Where there is a breach of contract, the party who suffers the breach is entitled to receive from the party who breaches the contract, compensation for any loss or damage caused to him or her.
2. (2) The compensation referred to in subsection (1) is not to be given for any remote and indirect loss or damage sustained by reason of the breach.
3. (3) Where an obligation similar to that created by contract is incurred and is not discharged, any person injured by the failure to discharge it is entitled to receive the same compensation from the party in default, as if that person had contracted to discharge it and had breached the contract.
4. (4) In estimating the loss or damage arising from a breach of contract, the means of remedying the inconvenience caused by non-performance of the contract, which exist, shall be taken into account.

1. (1) Where a contract is breached, and a sum is named in the contract as the amount to be paid in case of a breach or where a contract contains any stipulation by way of penalty, the party who complains of the breach is entitled, whether or not actual damage or loss is proved to have been caused by the breach, to receive from the party who breaches the contract, reasonable compensation not exceeding the amount named or the penalty stipulated, as the case may be.
2. (2) The penalty stipulated under subsection (1) may provide for an interest on the amount of compensation to be paid.
3. (3) Notwithstanding subsections (1) and (2), a person shall be liable, upon breach of the condition of an instrument, to pay the whole sum mentioned in the instrument, where that person-
4. (a) enters into any bail, bond, recognisance or other instrument of the same nature; or
5. (b) gives a bond for the performance of a public duty or an act in which the public is interested, under any law or under the orders of the central government or of any local government.

This section states a single governing proposition and does not enumerate separate elements.

1. (1) Where a party to a contract, is in breach, the other party may obtain an order of court requiring the party in breach to specifically perform his or her promise under the contract.
2. (2) A party is not entitled to specific performance of a contract where-
3. (a) it is not possible for the person against whom the claim is made, to perform the contract;
4. (b) the specific performance will produce hardships which would not have resulted if there was no specific performance;
5. (c) the rights of a third party acquired in good faith would be infringed by the specific performance;
6. (d) specific performance would occasion hardship to the person against whom the claim is made, out of proportion to the benefit likely to be gained by the claimant;
7. (e) the person against whom the claim is made is at the time entitled, although in breach, to terminate the contract; or
8. (f) the claimant committed a fundamental breach of his or her obligations under the contract; but in cases where the breach is not fundamental, specific performance is available to him or her subject to his or her paying compensation for the breach.

1. (1) Subject to this Act, a person who is not a party to a contract may in his or her own right enforce a term of the contract where-
2. (a) the contract expressly provides that he or she may do so; or
3. (b) subject to subsection (2), a term of the contract confers a benefit on that person.
4. (2) Subsection (1)(b) does not apply where on a proper construction of the contract, it appears that the parties did not intend the term to be enforceable by a third party.
5. (3) A third party shall be expressly identified in a contract by name, as a member of a class or as answering a particular description; but need not be in existence at the time the contract is entered into.
6. (4) This section does not confer a right on a third party to enforce a term of a contract except where the term is subject to and in accordance with any other relevant term of the contract.
7. (5) For the purpose of exercising the right to enforce a term of a contract, a third party shall have available any remedy that would have been available to him or her in an action for breach of contract, had that third party been a party to the contract, and the rules relating to damages, injunctions, specific performance and other relief shall apply accordingly.
8. (6) Where a term of a contract excludes or limits liability in relation to any matter, any reference in this Act, to the enforcement of a term of a contract shall be construed as a reference to the third party availing himself or herself of the exclusion or limitation.

1. (1) Where a contract becomes impossible to perform or is frustrated and where a party cannot show that the other party assumed the risk of impossibility, the parties to the contract shall be discharged from the further performance of the contract.
2. (2) Any sum paid or payable to a party under a contract before the time the parties are discharged under subsection (1) shall, in the case of the sum paid, be recoverable from the party as money received by that party for his or her use and in the case of any sum payable, cease to be payable.
3. (3) Where a party to whom any sum was paid or was payable under subsection (2), incurred expenses before the time of discharge in, or for the purpose of, the performance of a contract, the court may, where it considers it just to do so, having regard to all the circumstances of the case, allow the party to retain or, as the case may be, recover the whole or any part of the sums paid or payable, which shall not exceed the expenses incurred.
4. (4) Where a party to a contract has by reason of anything done by any other party to the contract or for the purpose of the performance of the contract, obtained a valuable benefit, other than a payment of money to which subsection (3) applies, before the time of discharge, the other party shall recover from the party a sum, if any, not exceeding the value of the benefit to the party obtaining it, as the court may consider just, having regard to all the circumstances of the case and in particular-
5. (a) the amount of any expenses incurred before the time or discharge by the party who benefited for the purpose of the performance of the contract, including any sums paid or payable by that party to any other party under the contract and retained or recoverable by that party under subsection (3); and
6. (b) in relation to that benefit, the effect of the circumstances giving rise to the frustration of the contract.
7. (5) For the purposes of subsection (4), in estimating the amount of any expenses incurred by any party to the contract, the court may, without prejudice to the general effect of that subsection, include a sum that appears to be reasonable in respect of overhead expenses and in respect of any work or services performed personally by that party.
8. (6) In considering whether any sum ought to be recovered or retained under this section by any party to a contract, the court shall not take into account any sums which, by reason of the circumstances giving rise to the frustration of the contract, become payable to that party under any contract of insurance unless there was an obligation to insure imposed by an express term of the frustrated contract or by or under any law.

1 further item remain in the statutory text above.

1. Where any right, duty, or liability would rise under agreement or contract, it may be varied by the express agreement or by the course of dealing between the parties or by usage or custom if the usage or custom would bind both parties to the contract

1. "continuing guarantee" means a guarantee which extends to a series of transactions;
2. "contract of guarantee" means a contract to perform a promise or to discharge the liability of a third party in case of default of that third party, which may be oral or written;
3. "contract of indemnity" means a contract by which one party promises to save the other party from loss caused to that other party by the conduct of the person making the promise or by the conduct of any other person;
4. "guarantor" means a person who gives a guarantee;
5. "indemnity" means an undertaking by which a person agrees to reimburse another upon the occurrence of an anticipated loss;
6. "principal debtor" means a person in respect of whose default a guarantee is given.

1. (b) any costs which the promisor may be compelled to pay in any suit, if in bringing or defending the suit, the promisee did not contravene the orders of the promisor and acted as it would have been prudent to act in the absence of any contract of indemnity or if the promisor authorised him or her to bring or defend the suit; and
2. (c) any sums which the promisor may have paid under the terms of any compromise of any suit, where the compromise is not contrary to the orders of the promisor and is one which it is prudent for the promisor to make in the absence of any contract of indemnity or where the promisor authorised the promisee to compromise the suit.

1. Anything done or any promise made, for the benefit of a principal debtor, may be sufficient consideration to a guarantor to give a guarantee

1. (1) The liability of a guarantor shall be to the extent to which a principal debtor is liable, unless otherwise provided by a contract.
2. (2) For the purpose of this section, the liability of a guarantor takes effect upon default by the principal debtor.

1. (1) A continuing guarantee may with regard to future transactions, be revoked by a guarantor at any time, by notice to a creditor.
2. (2) In the absence of any contract to the contrary, the death of a guarantor operates as a revocation of any continuing guarantee to future transactions.

1. Where two persons contract with another person to undertake a certain liability and also contract with each other that each of them shall be liable on the default of the other to that other person, the liability of the two persons to that other person under the first contract shall not be affected by the existence of the second contract, even where that other person is not aware of the existence of the second contract

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. A guarantor is discharged by any contract between a creditor and a principal debtor where the principal debtor is released or where an act or omission of the creditor, discharges the principal debtor

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. A contract between a creditor and a principal debtor where the creditor makes a compromise with the principal debtor or promises to give time to or not to sue the principal debtor, discharges the guarantor unless the guarantor assents to the contract

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. Where a contract to give time to a principal debtor is made by a creditor with a third person and not with the principal debtor, the guarantor is not discharged

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where there are co-guarantors, a release by a creditor of one of the guarantors does not discharge the other guarantor and does not free the guarantor who is released from his or her responsibility to the other guarantor

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (b) omits to do any act which his or her duty to the guarantor requires him or her to do.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a guaranteed debt becomes due or where default of a principal debtor to perform a guaranteed duty takes place, the guarantor is on payment or performance of all that the guarantor is liable for, invested with all the rights which the creditor had against the principal debtor

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) A guarantor is entitled to the benefit of every security which a creditor has against a principal debtor at the time a contract of guarantorship is entered into, whether the guarantor knows of the existence of the security or not.
2. (2) Notwithstanding subsection (1), where a creditor loses or parts with the security, without the consent of the guarantor, the guarantor is discharged to the extent of the value of the security.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a person gives a guarantee on a contract that a creditor shall not act upon the contract until another person joins as co-guarantor, the guarantee is not valid where that other person does not join

Citing judgments are indexed, but no express interpretive proposition has yet passed the passage-verification threshold. Open Judicial treatment for the citing passages.

1. (1) In every contract of guarantee, there is an implied promise by a principal debtor to indemnify a guarantor.
2. (2) A guarantor is entitled to recover from a principal debtor any sum the guarantor rightfully paid under the guarantee on the contract.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

This section states a single governing proposition and does not enumerate separate elements.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. "bailment" means the delivery of goods by one person to another for some purpose, on a contract that the goods shall when the purpose is accomplished, be returned or disposed of according to the direction of the person who delivered them;
2. "bailor" means a person who delivers the goods;
3. "pledge" means the bailment of goods as security for payment of a debt or performance of a promise;
4. "pledgee" means a person with whom a pledge is deposited;
5. "pledgor" means a person who gives a pledge to another.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. Where a person in possession of goods under another contract holds the goods as bailee, that person becomes a bailee under the existing contract and the owner becomes the bailor of goods although the goods may not have been delivered by way of bailment

1. The delivery of goods to a bailee may be made by doing anything which has the effect of putting the goods in the possession of the intended bailee or of any person authorised to hold the goods on behalf of the bailee

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

1. (1) A bailor shall disclose to a bailee, any fault in bailed goods, of which the bailor is aware and which materially interferes with the use of the goods or exposes the bailee to extraordinary risk.
2. (2) Where a bailor does not make the disclosure required under subsection (1), the bailor is responsible for any damage that may arise to the bailee, directly from the fault.
3. (3) Where the goods are bailed for hire, a bailor is responsible for the damage, whether or not the bailor was aware of the existence of the fault in the bailed goods.
4. (4) Whenever practicable, the bailee shall, to protect his or her interests, inspect the goods upon delivery to him or her.

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.