- Royal Ceramics Ltd v. F. Stephens Supply Co. Ltd
- ₦ 200
Royal Ceramics Ltd v. F. Stephens Supply Co. Ltd
ROYAL CERAMICS LTD.
F. STEPHENS SUPPLY COMPANY LTD.
COURT OF APPEAL
( ABUJA DIVISION )
GEORGE ADESOLA OGUNTADE, JCA ( Presided )
IBRAHIM TANKO MUHAMMAD, JCA
ALBERT GBADEBO ODUYEMI, JCA ( Read the Lead Judgment )
10TH JUNE, 2003
CONTRACT - Contracting parties - Liability of in the event of a breach
- Extent of
CONTRACT - Written contract - Provisions of - Whether extrinsic
evidence can be used to alter or add thereto
COURT - Appeal court - Whether can substitute its own view of facts for
that of trial court
- Special damages - Need to particularly plead and prove
- Bindingness of on parties
the court below was right to hold that the oral discussions for the supply of
talc between the plaintiff and the defendant/appellant is the concluded,
binding and legally enforceable contract between the parties in view of the
F.W.L.R Royal Ceramics Ltd. vs.
F. Stephens Supply Co. Ltd.
Whether or not the learned trial Judge was correct in
his judgment that the local purchase order dated 3/9/96 (exhibit 4) was not the
only contract between the plaintiff/respondent and defendant/appellant in this
Whether the finding of the learned trial Judge that the
plaintiff took the loan of N1.6m and the sum of N15,360,000.00 awarded to the
plaintiff/respondent as interest on the said N1.6m are correctly made having
regard to the law, pleadings and evidence adduced at the trial.
(a) Whether the various reliefs/items of awards
constituting the judgment sum of N22,735.50 awarded to the plaintiff/
respondent in respect of its claims, fully set out at page 110 of the record
(lines 15 - 24) are within the contemplation of the legally enforceable
contract entered into between the parties.
(b) If the
answer to the above is in the affirmative, whether the plaintiff adduced
satisfactory evidence in proof of the said items of award.
Whether on a dispassionate and calm appraisal of the
plaintiffâ€™s/respondentâ€™s further and further amended statement of claim and the
evidence adduced, the plaintiff/respondentâ€™s evidence is not at variance with
Whether or not the entire judgment can be supported
having regard to the pleadings, facts proved and the weight of evidence.
herein as plaintiff caused a writ of summons to be issued against the appellant
in the Suleja Judicial Division of the Niger State High Court, claiming a
declaration that the appellantâ€™s oral termination or revocation of the contract
in writing dated 3/9/96 vide a local purchase order for the supply of Talc
Lumps valued at N2.5 million by the respondent to the appellant is wrongful,
improper and constitutes a breach of contract. It was the respondentâ€™s case
that a consultant of the appellant company approached the respondent company
for the supply to the appellant of Talc Lumps for a total value of N5 million, the
commodity being a raw material used by the appellant company for manufacturing
some products in its factory situate at Suleja.
the agreement, an interview was arranged between a director of the respondent
and officials of the appellant. As a result of the discussions the appellant
issued an LPO in favour of the respondent. It was in the course of the
performance of the contract between the parties that a dispute arose.
claimed that the LPO was the first in a series which was orally agreed to be
issued by the appellant in its favour and that in the course of his performing
his obligations under the said LPO the appellant unilaterally committed a
breach on the pretext that it had received other offers from suppliers to take
N2,000 per metric ton of talc instead of the N2,500 which respondent was
equally claimed that it was within the contemplation of the agreement between
the parties that it should acquire a mine and grade an 8 kilometer road to have
access to the mine. In consequence of the alleged breach respondent therefore
claimed under series of head of claim such as loss of anticipated profits, cost
of grading 8km road, cost of securing mining lease, loss of anticipated profit
from full exploitation of the mine occasioned by the breach, interest and
general damages that these claim arose naturally and directly from the breach
by the appellant and that they are consequences forseable from the breach.
denied that it was under any agreement with respondent to acquire a mine, open
it up with an access road or answerable for any financial commitment entered
into by the respondent with third parties other than to pay for any items in
the local purchase order delivered to its premises in the term of the LPO.
Appellant equally denied being in breach of the contract and for any damages
conclusion of the trial, the trial court gave judgment for the respondent and
allowed all the claims of the respondent except the one for loss of anticipated
profit from full exploitation of the mine. The trial court equally awarded both
special and general damages as well as cost in respondentâ€™s favour.
dissatisfied, the appellant has appealed to the Court of Appeal.