County Government of Migori v Hope Self Help Group [2020] KEHC 98 (KLR)

Facts

The County Government of Migori contracted Hope Self Help Group for garbage collection and clearing services. The contract was initially for KShs. 204,188 per month, but was later varied to KShs. 148,500 per month. The Respondent claimed breach of contract and sought payment for the difference in amounts.

Issues

1. Whether the trial magistrate erred in allowing the suit despite evidence that the Respondent failed to prove the liquidated sum by way of receipts or invoices.
2. Whether the trial magistrate misdirected himself by failing to appreciate that acceptance of an offer can be manifested and/or validated by conduct of either of the contractual parties.
3. Whether the trial magistrate erred in law and in fact by failing to take into account that the Respondent by conduct of continuing to work under varied contractual price of KShs. 148,500 and receiving the sum without protest, inferred an acceptance of the offer made by the Appellant to vary the contractual price.

Reasoning

The court held that evidence of negotiations is never admissible to vary the terms of the written contract. However, where there is a latent ambiguity, extrinsic evidence may be given of surrounding facts to explain the ambiguity.

Outcome

Affirmed the judgment of the trial court.

Authorities cited