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COURT DOES NOT SET CONTRACT FOR PARTIES – IT ENFORCES THE AGREEMENT

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No court ever makes a contract for any party or group once the plaintiffs and their followers have agreed to be bound by the constitution of the Movement exhibit 1, they must be prepared to act within its provisions and cannot expect any help from the court to act ultra vires the provisions of what they have agreed to be bound sic. This is precisely the position of the court in this case. The plaintiffs and their followers agreed to give overall control to the executive committee as the government of the Movement as well as power to amend the said constitution … Whilst the court concedes to any body or group be it domestic or otherwise the right to have access to the court for the redress of any wrong no remedy will be available to an applicant where the act complained of is in accordance with the agreement between the body or group.

– Obaseki, JSC. Shodeinde v. Ahmadiyya (1983) – SC.64/1982

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PARTY LIABLE OF A FUNDAMENTAL TERM WILL NOT BE GRANTED RELIEF IN EXCLUSION CLAUSES

It is settled from a number of decisions that a party in breach of a fundamental term of his contract with a third party will not be allowed to benefit from or resort to exclusion clauses: PINNOCK BROTHERS v. LEWIS & PEAT LTD (1956) 2 ALL E.R. 866; ADEL BOSHALLI v. ALLIED COMMERCIAL EXPORTERS LTD (1961) ALL NLR 917 at 922; OWNERS OF NV GONGOLA HOPE v. S.C. (NIG). LTD. The rationale for the principle is that a party who is guilty of breach of a fundamental term of contract could/should not benefit from his own wrong doing by resorting to exclusionary clauses in order to limit his liability. This is moreso, when a contract of carriage by air is brazenly breached and no explanation is offered, as in the instant case. In which case there is a total failure of consideration and the central purpose or essence of the contract has wholly disappeared.

– Ejembi Eko, J.S.C. Mekwunye v. Emirates (2018) – SC.488/2014

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PARTIES BOUND BY AGREEMENT

It is trite law that persons of full age and sound mind are bound by any agreement lawfully entered into by them. – Kutigi JSC. Okonkwo v. Cooperative Bank (2003)

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WHEN AGREEMENT IS MADE

An agreement is made where there exists an offer, acceptance, consideration, capacity to contract and intention to create legal relationship. – Niki Tobi JSC. Yaro v. Arewa CL (2007)

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TO DETERMINE RIGHTS IN A CONTRACT, COURT MUST RESPECT CONTRACT MADE BY PARTIES

The position of the law is that in determining the rights and obligations of parties to a contract, the court must respect the sanctity of the contract made by them. They are bound by the terms thereof and the court will not allow any extraneous term to be read into it. See Adams O. Idufueko v Pfizer Products Limited & Anor. (2014) LPELR-22999 (SC).

— Adewemimo J. Afariogun v FUTA (2020) – NICN/AK/41/2017

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FOUR WAYS IN WHICH CONTRACT MAY BE DISCARDED

Now, it is settled that a valid contract may be discharged in any of the four ways namely: (a) by performance; or (b) by express agreement; or (c) by breach; or (d) by the doctrine of frustration. See Adedeji Vs Obajimi [2018] LPELR-33712(SC); Tsokwa Oil Marketing Company Vs B.O.N. Ltd [2002] 11 NWLR (Pt 777) 163.

— S.O. Adeniyi, J. Nwabueze v. ABU Zaria (2023) – NICN/KD/34/2021

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