ISLAMIC UNIVERSITY IN UGANDA.

FACULTY OF LAW

LLB2.

TASK: INDIVIDUAL ASSIGNMENT

COURSE WORK: FOR SALE OF GOODS

NAME: AKELLO WINNIE PRINCES

REG NO: 121-053011-24011.

Question one

The buyer must accept and pay for the goods delivered by the seller irrespective of whether such goods
are of wrong quantity or description per Mpanga llb2 student.dicuss the validity of the statement.

The validity of the statement that, the buyer” must” accept and pay for the goods delivered by the
seller irrespective of whether such goods are of wrong quantity or description per Mpanga LLB II is not a
valid statement. Reason because, the general rule under section 14 and 37 of SOGA3 provides that,
where the seller delivers to the buyer quantity of goods less than the one contracted to sell, the buyer”
may” reject the goods. This means that, it is upon the buyer either to accept the goods and pay for the
price or to reject them. It is not therefore a must to pay for them if it was not the one contracted for.
The same also applies to goods of wrong description. If the seller delivers goods of wrong descriptions,
the seller still has a right to reject them since I was not the one contracted for. Still provided for under
section 37 of SOGA3 .

therefore, a” buyer “is a person who buys or agrees to buy the goods from the seller as per the of sale of
goods and supply of good act.2.While, A” seller” is a person who sale or agree to sell goods to the buyer.

“Goods” has been defined by section1 of SOGA3 to include all things and personal chattels including
specially manufactured goods, which are movable at the time of identification to the contract of sale
other than the money representing the price. They include emblements, industrial growing crops and

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
things attached to or forming part of the land which are agreed to be severed before or under the
contract of sale.

Goods are classified in the following ways.

Existing goods. Those are goods owned and possessed by the seller at the time of selling.

Specific goods or ascertained good These are goods which are identified and agreed upon at the time of
the contract of sale is made. If goods are not ascertained, property will not pass unless goods are
ascertain or specific. It is provided for under section1 SOGA3 .

Future goods. These are goods which are not yet in existence. They are identified by descriptions only;
they are yet to be manufactured by the seller. In otherwise, these are goods which are not yet in
existence. They are to be manufactured after the making of the contract. It is provided for under
section 1 SOGA3 .

Contingent goods. These are goods which depend on nature and they are not yet in existence and
therefore, they are future goods and the property does not pass until those goods are ready. They
include agricultural products. They are on probability of happening or not happening since the depend
on the nature.contigent goods only enforce if the even happens.

Perishable goods. These are goods which are perishable in nature and they include tomatoes, greens
etc.it should be noted that, where the contract of perishable good is entered into and the goods have
perished without knowledge of the seller, the contract is void. Section 7 SOGA3 provides for perishable
goods.

It should also be noted that, in a contract of sale of goods between the buyer and the seller, there must
be consideration called price for that contract to be valid. Where the price is not stated in the contract,
the buyer must pay reasonable price. SECTION 9(2) SOGA3.

Therefore, validity of the statement that the buyer must accept and pay for the goods delivered by the
seller irrespective of whether or not such goods are of wrong quantity or description is therefore
depend on the circumstances at hand which is discuss below.

Section37 SOGA3 provides that, where seller delivers to the buyer quantity of goods lesser than the
one the buyer contracted for, the buyer may reject them but where the buyer accepts the goods so
delivered, the buyer is under the obligation to pay for the goods delivered whether of wrong quantity.
And where the seller deliver the goods larger than the one contracted for, the seller may accept the one
contracted for and reject the others or may accept the whole goods delivered and pay for the goods
whether of wrong quantity.

It should be noted that, where the quantity of goods at the time of the contract between the seller and
buyer was stated in the contract, it will be an implied tern that, the seller must deliver the exact quantity
contracted by the buyer. In case the seller deliver large quantity more than the one contracted, the
buyer shall accept the only quantity he contracted for and reject the remainder. It should be noted that,
for this statement to be applicable, the statement as to the quantity must form part of the contract.

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
 This provision of law was stated in the case of Acros Ltd v Ronassen and sons. Where lord Atkin
emphasized that, if the written contract specifies conditions of weight, measurement and the like, those
conditions must be complied with. Unless the quantity of goods was not stated in the contract as a
condition by the contracting party then the buyer is under the obligation to accept and pay for the
goods delivered whether of wrong quality.

It should also be noted that, where both parties entered in to a contract of sale by description, there is
an implied term that the goods shall correspond with the description in the contract. Section 37
SOGA3 , provides that, where the seller delivers to the buyer the goods mixed with different description
not included in the contract, the buyer may accept the goods which were included in the contract and
reject the rest which were not included in the contract. Where the buyer accepts the goods, he must
pay it at the contract rate.

Under section 14 SOGA 3, it provides that, the seller is under implied condition that the goods
correspond with the description under the contract whether the contract is the sale of specific good or
unascertained goods.

Further, the fact that the buyer has examined the goods on delivery will not affect his right to reject the
goods if the goods delivered does not correspond the description on the contract of sale. The
description will cover the colour, quality, brand name and the characteristic of the good i.e. if the good
is known by trade mark, brand name, or type of parking. This was provided for in the case of

Varley v whipper.

Facts.

There was a supply of a second hand reaping machine. The defendant stated that the machine was new
and had been hardly used. The plaintiff relied on the statement and purchased the machine and later
discovered that the machine was old and sued the defendant for the recovery of money.

Issue was whether the contract was by description?

Holding .it was held that, the contract was by description because the plaintiff relied on the statement
that the machine was still new and he purchased it and therefore, there was breach of a contract of sale
by implied condition of description by sale and he was therefore entitled to repudiate the contract.

However,

if the contracting party did not specify the description of goods in term of colour,quality and the seller
delivered the goods , the buyer is under obligation to accept and pay for the goods whether the goods
are of wrong description of not. It is provided for in the case of,

Albhai pangui v sunderegi Nanji 9

Facts

The defendant and the plaintiff executed a contract and they agree that the plaintiff was to supply 30
tons of mama to the defendant at Dar es Salaam. The plaintiff delivered the goods but the plaintiff
refused to accept part of conginment that it contained red tons of mama and not white.
3. Sales of goods and supply of service act 2018
9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
It was held that, parties where only intended to purchase in regards to price and not the color since the
price of white mama was 500/= and the contract was not by trademark ,sample and therefore, he has to
accept the whole of the tones delivered.

In conclusion, Where the seller deliver the goods lesser than the quantity contracted to sell, the buyer
may reject the goods. However, the buyer who is not a consumer may not reject the goods. But if he
accepts the goods then he must pay for it, however, if the seller delivered the large quantity larger than
the one contracted for, the seller may accept the quantity included in the contract and reject the rest as
discussed above.

Question two

How relevant is the assumption that the presence of rights holders in one hand implies the
corresponding responsibility of duty holders on the other hand to the law of sale of goods in Uganda.

The followings are the rights of a buyer and a seller and the duties of a buyer and a seller on the other
hand.

It should be noted that, rights of a seller and a buyer (rights holders) also implies a duty on the buyer
and a seller (duty holders) to be fulfilled by the both parties in the contract of sales of goods.

The law of sales of goods is a contract of sales where the seller transfers or agrees to transfer ownership
and possession of property in goods to the buyer for money consideration called price. sales of goods
and supply of services act1 provides for it. A contract of sales may be absolute or conditional, section 2
SOGA 3 of sales of goods and supply of services act 1 provides for it.

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
From the above definition, the following are the characteristic of the contract of sales and they include
parties, transfer of properties, goods and the price.

Parties. There must be two distinct parties to a contract of sale of goods, i.e. the buyer and the seller.
Therefore, a” buyer “is a person who buys or agrees to buy the goods. It is provided for under section1
SOGA 3 . While” A seller” is a person who sale or agree to sell goods to the buyer.

Transfer of property. In the context, “property” means ownership. A mere transfer of possession is not
sufficient to constitute sale in the contract of sale of goods. Therefore, the seller must transfer or agree
to transfer property in goods to constitute a contract of sale of goods.

Goods. The subject matter of the contract must be” goods”. “Goods” has been defined by section 1
SOGA 3 to include all things and personal chattels including specially manufactured goods, which are
movable at the time of identification to the contract of sale other than the money representing the
price. They include emblements, industrial growing crops and things attached to or forming part of the
land which are agreed to be severed before or under the contract of sale. Goods are of different types
and they includes,

Existing goods. Those are goods owned and possessed by the seller at the time of selling.

Specific goods or ascertained good

These are goods which are identified and agreed upon at the time of the contract of sale is made. If
goods are not ascertained, property will not pass unless goods are ascertain or specific. It is provided for
under section 1 SOGA 3 .

Future goods. These are goods which are not yet in existence. They are identified by descriptions only;
they are yet to be manufactured by the seller. In otherwise, these are goods which are not yet in
existence. They are to be manufactured after the making of the contract under section1 SOGA 3
provides for future goods.

Contingent goods. These are goods which depend on nature and they are not yet in existence and
therefore, they are future goods and the property does not pass until those goods are ready. They
include agricultural products. They are on probability of happening or not happening since they depend
on the nature.contigent goods only enforce if the even happens.

Perishable goods. These are goods which are perishable in nature and they include tomatoes, greens
etc.it should be noted that, where the contract of perishable good is entered into and the goods have
perished without knowledge of the seller, the contract is void. Section 7 SOGA3 provides for perishable
goods.

The price. Consideration for a contract of sales of goods must be money and it called the price.

The followings are therefore the rights and duties of buyer and a seller towards each other in a contract
of sales of goods.

A seller as a duty to deliver the goods to the buyer. Section 34 SOGA3 imposes a duty upon the seller
to deliver the goods.

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
 Section 1 SOGA3 , defined” delivery” to means voluntary transfer of possession from one person to
anther and includes an appropriation of goods to the contract that results in the property in the goods
being transferred to the buyer. Delivery may take any of the following forms. Physical transfer of actual
goods, handing over to the buyer the means of control over the good, E.g. Where the car keys or keys
to the warehouse where the goods are kept are handed over to the buyer. Delivery of a document of
title to the buyer e.g. warehouse certificate. The goods may also be delivered to the buyer’s agent and it
is sufficient delivery. This provision of law was provided for,

In the case of Galbraith and grant ltd v block 15

In this case, there was delivery of wine to the premises of the buyer as required, the wine was assigned
to a person at the premises and it was held that, if the goods were received by a respectable person
who had access to the premises then there was effective delivery and therefore, the loss fell on the
buyer.

On the other hand, a seller has a right to retain the goods for the price while he is still in the possession
of goods in case the buyer refuses to pay for the goods which are on a deliverable stage. It is provided
for under section 51 SOGA3 . However, his rights will be lost where the buyer is in lawfully possession of
goods.

It is also the right of the seller to stop the goods when they are in transit and resumes the right of
possession of goods until it is paid for by the buyer. This provision of law is provided for under section
55 and 57 SOGA 3 .

A seller has a right of action to the price of the goods where the goods where the property in the goods
has passed to the buyer and he wrongfully neglect or refuses to pay for them in accordance to the term
of the contract or if the buyer agrees to pay for the goods at a certain date and he wrongfully refuses to
pay for it. A seller also has a right to resale the goods in case of failure by the buyer to pay for the goods.
This happens in case the goods are of perishable nature or where the seller has given notice to the buyer
about the intention of selling the goods and the buyer does not pay for the goods within a reasonable
time. This right is provided for under section 58 SOGA3.

On the other hand, it is the duty of the buyer to accept and pays for the goods delivered by the seller in
according with the terms of a contract of sale. It is provided for under section 34 SOGA 3 . To pay for the
price in exchange of possession of the goods. However, where the seller wrongfully or neglects or
refuses to deliver the goods to the buyer, the buyer has a right to sue the seller of damages for non
delivery or bring an action against the seller for specific performance of the contract. This right is
provided for under section 63 SOGA3.

It is also a duty of the seller to deliver the right quantity of goods. The seller as a duty to deliver the right
quantity of the goods. section 34 SOGA3 provides that, where the seller delivers to the buyer a quantity
of goods lesser than what he contracted to sell, the buyer has a right to reject them but if the buyer
accept to take the goods, then he has duty to pay for the price of the goods at the contract rate.

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
Section 37 SOGA 3 also provides that, where the seller delivers the quantity larger than the one
contracted for, the buyer has a right to reject the excess or he may reject whole. However, where the
buyer accepts the whole quantity, then he will be at the duty to pay for them at the contract rate.

Section 45 and 36 SOGA 3 it is to the effects that, The seller as a duty to be ready and willingly to
deliver the goods and must request the buyer to take delivery of the goods and the buyer may not,
within reasonable time after such request, he is liable to the seller for any loss occasioned by his
negligent or refusal to take delivery and also for reasonable charge for the car and custody of the goods.
However, a seller would still have a right to take action against the buyer where refusal or neglect to
take delivery amount to repudiation of a contract. This provision of law was in the case of Demby
Hamilton & co Ltd v Barden 24.

B contracted to purchase 30 tons of apple juice from s. s made juice out of apples, amounting to 30
tones and kept it in casks, ready for delivery. Upon delivery of a few casks, B refused to take further
deliveries. The juice became putrid and had to be disposed off. It was held that, although the property in
goods was still in the possession of s. delivery had taken place.

In conclusion the right of one party i.e. A buyer or a seller imposes an obligation against another as
discussed above.

3. Sales of goods and supply of service act 2018

9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.
3. Sales of goods and supply of service act 2018
9. [1949]16 EACA 72
15. [1922]2 KB 255
24. [1949]1 ALLER 435.