'Commercial Contracts Under Nigerian Legislation\r'

'COMMERCIAL CONTRACTS UNDER Nigerian LEGISLATION Introduction A abridge is an engagement which is leg bothy adhere on the parties to it and which if broken whitethorn be compel by coiffureion in speak to against the c on the wholeer that has broken it. A take whitethorn be void or revokable. A void guide is that which lacks the requisite ingredients or elements of valid flinch and indeed of no legitimate impression. A voidable keep down is that which is valid in the maiden place but may be ended at the instance of wizard of the parties to it.Such causes include guarantee with a brim of m whizzy lender, hire corrupt and bargain or leasing of land. The legal consequences of non-compliance argon that they ar non enforceable at fair play though they ar non ineluctably void. However, some categories of rivets must(prenominal) of necessity be in write or else they shall be void absolutely. These include transfer of shargons, leatherneck insurance and hire purchase agreements. As a general rule also, all contr behaves are in the char recreateer of agreement: however, non all agreements may discover a contract properly so called.For instance, an agreement for the sale of a divide of land is intended to be covering and enforceable at uprightness, whereas, an invitation to a lunch which after all, did not hold may not be enforceable at the suit of the disappointed fellowship. A contract may also be low-seal or by deed and may be simple or oral exam. It may be designate when it is written or implied when it is inferred from the admit and acts of the parties. In addition, there can be bilateral contract amongst two parties or multi-lateral contract among parties depending on the nature of obligations to be performed under the agreement.Condition and indorsement are the two basic types of depict ground in a contract. Whether a end point is a fix or warranty depends on the intention of the parties. A condition is a vital precondition which goes to the home of the contract. Breach of a condition entitles the h whizzst company to repudiate the contract and to take in damages. A warranty is a term which is subsidiary to the of import purpose of the contract, ravish of which only entitles the innocent party to damages. organic jurisprudence OF A VALID CONTRACT The main requirements of a valid contract are as follows: 1. there must be an offer; . there must be an acceptance; 3. there must be consideration; 4. parties must have affluent contractual subject; 5. there must be an intention to create legal relations; 6. object of the contract must not be un rightfulnessful nor penal; 7. prescribed formalities must be followed, for example, it should be in writing or by deed. Forms of Contract Contract support by consideration are fundamentally expected to be in writing,. It is however important to note that a contract may also be oral or implied and yet be binding on the parties depending on the pe culiar circumstances.The accompaniment remains that a contract may not be taken as world invalid or unenforceable for the mere fact that it is not in a written form. Te courtyard would normally not assist each person who was lured into an oral agreement. Writing and facilitates the interpretation or proving of the terms of the contract barring which it may not be all that necessary. In considering commercial contracts under Nigerian legislation however, we would evaluate tether of such contracts which are: ? hire purchase; ?sale of goods; ?agency. AGENCY CONTRACT IntroductionAgency is a kindred that exists between two persons, one of whom expressly or impliedly agrees that the other should construe him or act on his behalf. The one that is represented is called the top dog while the person representing or acting on soul’s behalf is called gene. Agency relationship involves the have of the component and the ace that one should act for the other. It thus arises f rom a contract or agreements express or implied. Ofodile v. Chinwuba Generally, the relationship of trail and agent may arise in three main ways: 1.By agreement , whether contractual or not express or implied in nature 2. By subsequent ratification by the asterisk of the agent’s act through with(p) on his behalf, and 3. By operation of constabulary under the doctrine of necessity Whether or not an agency relationship exists would mostly depend on the true nature of the agreement and the circumstances of the relationship between the whizz and the agent. In another vein, the law of agency consists of the law of the employer and the employed, where the employment consists of delivery the employer into contractual relationship with the third party.This relationship is simply referred to as â€Å"The Master and consideration” relationship under the labour law and for which there is a vicarious liability. An agent should be distinguished for an self-governing decl arer. An independent contractor is the person who negotiates with the third party on his own behalf. An independent contactor is a person liable to give contract for service while and agent or servant renders contract of service. An independent contractor is personally liable at law for his actions. An agent is not a regent of the goods in his care not being the legal owner.The extent or background knowledge of the agentive role’s discretion is resolute by his nous’s statements. court-ordered title always remains in the principal. An agent can therefore not give good title all by himself. CLASSIFICATION OF AGENCY a. circumscribed instrument: This is someone who has potential to do some particular act on behalf of his principal though not a continuous basis; for instance, a peculiar(a) order to purchase a augury or a vehicle. b. General Agent: this is someone who has power to act for his principal in all matters involving business or trade, for example a solic itor or legal practitioner. . A Factor Agent: He is an agent who sells or disposes of goods that are entrusted to him. His activities are governed by the Factors Act 1889 (UK d. element Agent: He negotiates ad makes contract for the sale and purchase of goods. However unalike a factor he is not left in possession of the goods. distinctive example is insurance Brokers and Stock Brokers. e. universal joint Agent: This is someone who represents various principals in many aspects of trade. He is appointed by a Deed under reason of Attorney and has wide powers. f.Mercantile Agent: He represents someone in commercial and genuine aspects of trade. Their duties are more or slight similar to those of the factor agent g. auction off: He represents a principal in the disposal of real properties. They are usually licensed to sell properties of Mortgagors who have defaulted in payment. Auctioneer acts between the Vendor and the purchaser. He receives commission and invariably sells to the highest bidder. h. Estate Agent: These deal in the acquisition of, rating of an disposal of properties i.Del-Credere Agent: This is a moneymaking(a) agent who, in consideration of otiose pay, that is del-credere commission guarantees to his principal that the 3rd party with whom he enters into contract on behalf of the principal shall duly pay the sum beseeming due under the contract. In effect a del credere agent is a protection of the person with whom he deals. This is just a form of guarantee which may not necessarily be in writing in order to be enforceable at law. CREATION OF AGENCY It may be created in two coarse ways namely: (a)Expressly and (b) impliedly a. Express substructure: . By deed †this involves issuing an authority in writing with the necessary instruction and attestation clauses. That is signed, sealed and delivered. This process is cognize as the granting a Power of Attorney. 2. literal instruction †This is agency by appointment, it deals with e xpress authorisation of the principal to the agent to act for him b. Implied Creation 1. Agency of necessity †This is created by act of person who normally had no authority but was compelled to reasonable act to protect the interest of the 3rd party especially during an emergency situation. 2.Agency by Estoppel: †This is a type of agency that can be inferred form the conduct of the parties. If the situation that exists suggests that parties regard to create an agency relationship, either of the parties is halt form denying the existence of such a relationship. 3. Apparent Agency †This occurs where a principal has not taken due circumspection to prevent a situation where somebody portrays himself as having power to act as his agent. 4. Agency by ratification †This occurs where the principal having full knowledge of the fact, accepts the benefits of the contract entered into by his apparent agent.Any act whether lawful or unlawful may be formalize provided it i s not void. If it is voidable it is still subject of being ratified as recollective as it is valid. In Brook v. box where an agent forged his principal’s signature on a promissory note; it was held that the attempt at ratification was void. The principal must have capacity as at the date of the contract. In Kelner v. Baxter where a promoter tried to sign some pre-incorporation contracts it was held that he could not chase as the contracts predated the company.\r\n'