It is noteworthy that a contract of sale of the nature is guided by the basic rules of contract. Where a contract is made subject to the fulfillment of certain specific terms and conditions the contract is not formed and not binding unless and until those terms and conditions are complied with or fulfilled. Tsokwa Oil Marketing Co. v. B. O. N. Limited (2002) 11 NWLR Pt.777 pg.163.
— Adekeye, JSC. Best Ltd. v. Blackwood Hodge (2011) – SC
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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)
Niger Insurance Company Ltd v Abed Brothers Ltd & Anor (1976) LPELR-1995 (SC), thus:- “A fundamental term of a contract is a stipulation which the parties have agreed either expressly or by necessary implication or which the general law regards as a condition which goes to the root of the contract so that any breach of that term may at once and without further reference to the fact and circumstances be regarded by the innocent party as a fundamental breach and thus is conferred on him the alternative remedies at his option”.
Where parties enter into an agreement and subsequently decide to introduce new terms, they can only do so by specific reference to the earlier agreement to the effect that the later agreement has introduced new terms thereof.
– Niki Tobi JSC. Yaro v. Arewa CL (2007)
Contracts are made by parties and the Court interprets same. Repudiation of contract cannot be done by one party, see ADENIYI VS GOVERNING COUNCIL OF YABA TECH (1993) LPELR-128(SC) held thus; “But repudiation by one party standing alone does not terminate the contract. It takes two to end it, by repudiation on the one side, and acceptance of the repudiation on the other.”
— Nimpar, JCA. Ekpo v GTB (2018) – CA/C/324/2013
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)
A divisible contract is separable into parts, so that separate parts of the agreed consideration may be assigned to severable parts of the performance. Such divisible agreements admit of pro rata payments for each portion that was performed, and is independent of performance of other parts of the contract.
— J.A. Fabiyi, JSC. BFI v. Bureau PE (2012) – SC.12/2008
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