GEN BIGIRWA ON ELEMENTS OF VALID CONTRACT

Added: 2026-05-24

[00:00:12]We are come back discuss the law. Uh I'm joined by council James. Council James, how are you?

[00:00:21]>> Hey, long time. Long time.

[00:00:23]>> Yes. Uh we posted two videos previously and people enjoyed it.

[00:00:30]There are those who say that we can do it in Uganda.

[00:00:43]Contract.

[00:00:56]Contract.

[00:00:58]Contract. Contact.

[00:01:14]characteristics, future essential essential is a valid contract.

[00:01:31]So I want you to discuss for me uh the elements of valid contract. You you you discussed the the element and it see cases probably with other authorities like sections and articles of of the constitution >> because on 20th we are beginning our exams >> like you said council >> what you going to look at our fellow viewers >> and people that are watching there these are things that are needed for a contract to be called a valid contract to be enforceable in courts of So what are the things that must not be missing?

[00:02:09]These are the things that we are going to look at. Ideally we are going to look at offer. We are going to look at capacity. We are going to look at consideration legal intentions and then we shall also look at consent and acceptance. Now um but I think when you're doing it in paper the order does not matter.

[00:02:29]>> What you what you what you have first what you feel like you put first we can go with that. Yeah.

[00:02:35]>> So, so we start with capacity.

[00:02:37]>> No, we start with the offer.

[00:02:38]>> Now, when you look at offer, >> what is the offer?

[00:02:43]>> Yes. For us, even though we have sections and what, but you want to make it more simple and easier for every person who's there so that he can easily pick it up.

[00:02:54]in the man's language.

[00:02:57]This is the willingness.

[00:03:01]The willingness >> of the offer to the offering >> to be legally binding on both parties.

[00:03:11]Now council here the word legally binding is the key.

[00:03:14]>> Not every offer is enforcable. An offer that is legally binding simply means it can be enforced in courts of law.

[00:03:21]>> Yes. Now when you look at the word in the law we can call it consensus >> the meeting of the mind >> I shouldn't be subject to be forced to enter into a contract.

[00:03:35]>> All rights must meet >> must meet willingly without being subjected to Yes, that's the willingness. Now remember we are saying that an offer this is the willingness from the offer to the offer to be legally binding with both parties. Now >> council now this these are the civil procedure rules >> the moment I give you my civil procedure >> the I the person who's giving you the civil procedure rules I become the offerer.

[00:04:19]>> Yes. You become the offering.

[00:04:21]>> Yes.

[00:04:22]>> Now the procedure receiver, me the receiver, I'm the offering.

[00:04:26]>> Yes.

[00:04:27]>> Okay.

[00:04:28]>> You become the offering. I'm the offer.

[00:04:29]Me the person that is giving you. Now what I'm giving you is what you call the offer.

[00:04:34]>> Yes.

[00:04:34]>> Now we are saying that that offer must be legally guide you. Cuz not every offer is legally by any person. For example, if I promise to give you the offer for lunch and I don't give, you can issue me.

[00:04:44]>> No, it cannot.

[00:04:46]I cannot. If if I if you tell me that you know what can you come and attend my party and I say I will come and I don't come can you sue me. So the word legally binding legal intentions which must be looking at the intentions of the parties are they intending the offer to be legally enforced or was just like maybe a family or domestic or friendly offer which which presumes that is not legally binding. Now after understanding that we are going to come and we look at when you look at this offer it can be made by mouth it can be made by conduct it can be made by writing yes your actions can show that is that it Now when you look at it now we are going to come and we look at the types of offer.

[00:05:46]Of course the other other scholars we tell implied offer express offer but when you bring them and you summarize them together we shall find that it has three types.

[00:05:55]>> Yes >> we have what you call a conditional offer.

[00:05:58]>> Conditional offer >> we have a counter a counter offer and we have a cross offer.

[00:06:04]Now when you look at a counter offer cancel a counter offer this is the negative response >> that terminates the original offer.

[00:06:16]Yes, >> actually it's an offer itself. It's a negative response that terminates the original offer. For example, council this is the constitution and this is the the civil procedure rules. Right? And now my original offer I feel like council should give you the civil procedure rules and act >> that's my oral offer. Now I will tell you councilh I feel like giving me the I want to offer you my procedure rules and therefore ah I have one instead of the procedure rules give me the constitution now you you you've responded it's a negative response to the original offer my original offer was of the civil procedure rules but you are terminating it you're setting it aside and you creating your own offer of the constitution that's what we call a counter offer it's a negative response to the original offer C I'm taking you for lunch. This is the original offer, right? And then for you say h instead of the lunch just buy for me not I get you are terminating my original offer of taking you for lunch and you are creating your own offer of >> what if what if okay yes I accept that what if I also say that I am selling this constitution to you for 20,000 >> and you respond that no I'm giving you 15. Yes, >> also that >> also count. Yes, as long as there is a rejection to the original offer.

[00:07:41]>> Now, basing on your salation council, I think we are going to look at the case of hide versus rich.

[00:07:45]>> Yes.

[00:07:46]>> When you look at that case of hide versus rich.

[00:07:50]>> Yes. Yes.

[00:07:51]>> The defendant was willing to offer to sell his farmland at £1,000.

[00:07:57]>> Yes.

[00:07:58]>> To the plenty. Hide.

[00:07:59]>> Yes. Now H responded to Rich and said no instead of £1,000 I'm buying it at 9 at £950.

[00:08:09]>> That was the counter.

[00:08:10]>> That was the counter. Of course initially the original off of the seller who the defendant wanted £1,000 and now the buyer is replying to buy it at £950.

[00:08:22]Therefore the court said there was no contract.

[00:08:24]>> There was no contract.

[00:08:27]>> So that's a counter offer. It's a negative response to the original offer.

[00:08:33]>> Which other case can support?

[00:08:35]>> Of course, we the locus class case is that case of height versus rich.

[00:08:39]>> Yes, >> that one is enough. We can go with that.

[00:08:41]>> Okay.

[00:08:42]>> Then we are also going to look at a cross offer. When you look at a cross offer council, a cross offer, we we Catholics, we believe the cross, right?

[00:08:53]Now, let's bring it in in our normal understanding. a cross offer for it.

[00:08:59]Both offers are cross are crossassing are crossing each other. How? Remember if the offers one of the rules of an offer is that an offer must be communicated >> to the offering.

[00:09:14]>> Yes, >> we shall be reaching there. Now in cross offer offers are there but they crossassing each other. In this both parties they don't know that they offering each other meaning there's no acceptance for example I want to offer you my phone but I haven't communicated to you remember one of the cardinal point in offer is that an offer must be communicated to the offering >> yes >> now I want to offer you my phone but I haven't communicated to you and the same phone you also want me to give you the the phone you want me to give you to offer you my phone but you haven't communicated to me my offer hasn't reached you. Even your offer hasn't reached me. Why? There's no communication.

[00:09:55]>> And since there's no communication, there will not be acceptance.

[00:10:11]Uh-huh.

[00:10:28]That's what cross you didn't communicate to me meaning I will not find you and also mean I I will not find right now offers are cross passing each other. Remember for for a contract to take place all the elements of your contract must be present. Now if if you've not communicated med offer meaning acceptance will be lacking therefore there will not be a contract cross offer.

[00:10:55]>> Okay.

[00:10:56]>> Why both parties did not communicate and >> yes there's no placeh >> right >> then condition. Now when you look at a conditional offer for it in a conditional offer, this is an offer that is given subject to certain terms and conditions to be fulfilled.

[00:11:32]For example, I will tell you in case you pass your senior six, I'll buy for and and I'll buy for a phone and maybe a suit right now. It's on a condition that for you to get a phone and a suit from me, you must have passed senior six.

[00:11:52]That's what you call a conditional offer. Yes.

[00:11:56]I'm going to give you a job in my company on a condition score first class degree.

[00:12:02]Now the job is there on a condition you must have scored a first class degree.

[00:12:06]That's what you call a conditional offer.

[00:12:09]Now council after looking at those types of offer we are going to come and look at the rules >> that govern >> that govern an offer.

[00:12:20]One of the rules that governs an offer is that an offer must be communicated to the to the general world to the group of persons or to an individual >> and I we are going to back it up with a case of Khaled versus Kab Company.

[00:12:35]>> Yes.

[00:12:36]>> And I always tell our viewers that if you know you are there you haven't really given much time to understand that case of Khaled versus Kab Company.

[00:12:44]>> That is if you a student of law.

[00:12:46]>> Yes. You haven't appreciated what you even those people who are doing business law with those humanity courses then you haven't appreciated what you call the law contract cuz it's a local class case. It's a local class case in the offer. Now when you look at that case we remember we saying that an offer must be communicated to the general world to an individual or to the group of persons. Now to the general world I can say whoever comes across my bag I'll give you 10,000 meaning they offer communicated it to the entire world whoever whether you're coming from China from Uganda from South Sudan from Guru anywhere the offer is open to every person now if any person comes across that bag I can give that reward >> that's why we say that any person who comes across is then another one is that it can be communicated to the group of persons to the group of persons you you specify that group for example I can say any student of moo if you come across my bag I'll give you this reward the offer has been communicated only >> yes >> a student from k from victoria university from if you come across my bag I cannot give you that reward why an offer must be communicated to the offer >> because the communication was specific >> to the group of people who move.

[00:14:13]>> Okay.

[00:14:15]>> Then cancel uh when we say to the an individual I'm specific to a person cancel Moses if you come across my bag I'll give you a reward other than Moses if you come across that bag I cannot give you that reward.

[00:14:32]Now when you look at that case of Khaled versus Kabos company, the company advertised in in in the newspaper and it says that whoever contracts influenza whoever meaning was open.

[00:14:46]>> Yes. The general public.

[00:14:47]>> Yes. They were to give a reward of 100 per that person.

[00:14:52]>> Yes. So the company went ahead and £1,000 in this bank alliance to show the matter in the matter that they not joking.

[00:15:03]Now when Kh saw the advert said oh this is the good business. He went and bought the medicine called smoke ball after using it like the way they prescribed.

[00:15:17]>> She still called influenza. Now she said okay since there's a reward let me go for reward. When she when she went for the reward the company brought two grounds three grounds of argument. One the company said there was no an offer to Khal but council remember we are saying that an offer can be made to general world.

[00:15:40]>> Yes. So the fact that the company had advertised and said that whoever comes across the whoever buys the medicine called smoke ball meaning it was open. So you cannot object the company was not supposed to bring that objection of saying that they did not communicate but they made it to the entire world.

[00:16:00]>> They issued out to not a public not the general public.

[00:16:04]>> Yes. So Kh responded and fulfilled the what the requirements.

[00:16:10]>> The requirements.

[00:16:11]>> So that one the company lost. Then secondly the company had said there was no acceptance.

[00:16:19]>> But council just know that acceptance is a positive response to an offer.

[00:16:24]>> And acceptance can be done by conduct.

[00:16:26]>> Yes.

[00:16:27]>> Orary and by writing. So the fact that she stood up and she went and bought the medicine our conduct was enough meaning she had accepted.

[00:16:35]>> She accepted the friend >> the couple lost on that ground. The third ground the company had said ah ah for us you weren't serious. It was just a mere trade path. We were just motivating people to come and buy the medicine. The court got rejected. The court said you cannot say that it was a mere trade path. Why did you go ahead and post £1,000 in your bank alliance?

[00:16:57]The fact that you deposed that money then you are showing the legal intentions you are showing the seriousness in the matter >> council when you come back to our Ugandan society setting we have MN it says that every goddess network >> we call we don't find network has anyone anyone ever >> I don't think so >> why for them they just motivating people to come and buy products >> come and look at this company called powder >> they advertise And they say that once you put it in beans, >> they will taste like meat.

[00:17:30]>> I cook, you cook, we are host, we weing with cooking.

[00:17:36]>> But when you put that there, has beans, have beans ever tasted like meat? There beans with right. So >> the company said, "No, the fact that you went ahead and posted £1,000 in your bank, then you are showing sincerity, sincerity in the matter, seriousness.

[00:17:53]There were legal intentions there." So the company had noted the 1,000 was not going to win the case council.

[00:18:04]What you have to know that for a contract to be called a contract to be valid and enforceable all the inentions of contract must be present.

[00:18:11]>> Yes.al >> legal intentions. So depositing the money they were trying to show that if in case there is a bridge >> they can be able >> the contract can be forced.

[00:18:21]>> Okay. That's okay.

[00:18:24]Then we are still on the offer. Another rule governing an offer is that an offer must be communicated >> to the offering.

[00:18:34]>> Yes.

[00:18:35]>> And I think there we shall be looking at the case of future versus >> communication of offer.

[00:18:42]>> Yes.

[00:18:42]>> When you look at that case of Nada, you're going to see that offer must be communicated. Now a police officer communicated for the reward of any person who will apprehend a criminal. You get now feature did not know about that offer for him after getting the criminal he went and surrendered a criminal to police in good faith without knowing that there was the communication. So after going back and then he told the people a you know what I apprehended the criminal then those guys told him oh go and pick your reward the reward was there so he went back and when there but they told me that that you had given a reward my people home have told me that there's a reward the police refused to give him that reward why the offer he didn't he did not know about the offer therefore it was not communicated to him for him. Yes, he brought a criminal but he apprehended that criminal without knowing about the communication of the offer with the new and then uh uh another rule is that an offer may be made by conduct orally or by mouth and that one we said about it already that I can say please I'm giving you my phone mouth mouth I can write down write order conduct just get the phone I give it Here I go.

[00:20:09]>> That is by conduct.

[00:20:10]>> That's by conduct.

[00:20:12]Now um we have also another rule council that says that an offer must be accepted in the manner prescribed.

[00:20:27]We can look at the case of Adams versus Lindell. We can look at the case of there's that case of is it called the case of Helson versus Henson all those cases can explain that element. Now when you look at that case of Adams versus Lynel um it talks about where goes with the letter writings and we shall be looking there in details in acceptance. You're going to find out that if I write, if I tell you please come and apply for a job but application shall be via email then I expect you to respect that and you apply via email right so if I say that please there's the offer but acceptance is going to be done by >> email >> emails don't use WhatsApp don't bring it don't bring it to my phone my office or Don't even write >> or even a phone call.

[00:21:27]>> A phone call. No, just write it via the email.

[00:21:32]>> Oh, that is responding responding to it as prescribed.

[00:21:38]>> Hey, as as the parties that agrees so if I say please call on my air even if you have my MTN even if you found out that I'm online don't WhatsApp me don't follow my M.

[00:21:49]>> Yeah. Even me, even me there are some people who call me on and I don't >> when I told you call >> that I know what I'm doing.

[00:22:00]>> So these are colleagues these are things that we are trying to look at now their council we shall come and we look at termination of the offer >> how can it be terminated?

[00:22:12]>> Yes, >> we are going to look at a revocation.

[00:22:15]I think a revocation is under section four of the of the contract act.

[00:22:20]>> Section four.

[00:22:21]>> Yes. Revocation of the acceptance.

[00:22:23]That's what it says. I think >> section four revocation of offer or acceptance.

[00:22:30]>> Uh-huh.

[00:22:30]>> Yes. Now in simple terms when I try to cut it down a revocation this is where the offer he withdraws the offer from the offer before the offer makes an acceptance.

[00:22:46]>> The offer withdraws the offer from the offer before the offer makes an acceptance.

[00:22:52]>> Makes an acceptance. For example, civil procedure rules acceptance can be conduct or in writing.

[00:23:15]>> You had not done any of the three. Then I call this the offer from the offer before the offering makes an acceptance the contract is there.

[00:23:34]>> It has been executed.

[00:23:36]>> So if you revocate it in revocation the most important thing acceptance has not been made. If you if you if you revoke after my acceptance >> then there's a breach of contract.

[00:23:51]>> There's a breach of contract >> and under section six of the contract act then you are entitled to be compensated what damages. Okay.

[00:24:13]Another another way an offer can be terminated.

[00:24:25]What we are looking at those grounds that being an offer to an end termination of the offer then counter offer counter offer types of Remembering richer negative response that terminates the original offer versus richer was >> that's why even the defendant went and sold the farm to another person >> but this person did not accept positively So is rejection or is negative response is negative response to the original of £1,000 and creating the off of 950 then it had terminated offer. That's why uh the the the the defendant the seller had to change his mind and go and sell it to another person.

[00:25:30]>> Yes.

[00:25:31]So we also have a rejection. Now cancel a rejection. This is where by the offerey rejects an offer from the offerer civil procedure rules.

[00:25:47]I have one I haven't reached today. I don't need the civil procedure rules rection.

[00:25:58]Can I take you for lunch? No, I'm satisfied.

[00:26:01]I'm fasting. That's what we call rejection.

[00:26:04]>> Rejected.

[00:26:05]>> Yes. Then we shall also look at what you call death.

[00:26:14]>> Death over insanity.

[00:26:19]Do you know that death it also falls under frustration under section 65 of the act? Remember a frustration this is an occurrence of of what? Of an event.

[00:26:32]of fulfilling a contract and death is one of it. We've agreed I'm going to meet you tomorrow at two right >> and then today before two reaches as I'm going then the car knocks me and I die.

[00:26:48]So my death will bring our meeting to an end. Section 5 65 destruction of the subject matter act of God all those ones. So death my death will bring a contract to an end. I agree tomorrow I will come to and meet you and sell me your car and as I'm on my way I get an accident and I die. M >> my death will bring the contract that the argument that we had made come to an end >> then of time so time is also a key factor that brings an offer to an end how does it come I will tell it please make sure that by December you are done with your construction construction of my my house and then December clocks you haven't constructed right you haven't finished >> then the can be terminated by laps of time you when you look when you look at that case of Ramsgate when you look at that case of uh it's called Ramsgate Victoria Hotel versus Montafaria in that case this person was willing to sell their shares h I think by June And then this person came around past June, was it in November? And that's when he wanted to come and buy the shares. That the seller said, "Please, the offer is already terminated by laps of time. You see, there's a reasonable time. I I was willing to sell the shares in in June, but you are coming in November. So the offer would be terminated by laps of time." So colleagues we are trying to look at the elements that are needed for a valid contract to take place and now I can say we are we've covered with covered >> we've covered offer now let's look at acceptance council >> yes acceptance >> when you look at acceptance uh council acceptance uh this is the a positive response to the original offer meaning it can't be a rejection a positive response to to to an offer that's what you call an accept Please accept I come to visit you then as I'm seated in the dining in the dining room.

[00:29:41]>> You bring me food.

[00:29:43]>> Yes.

[00:29:44]>> I start eating. I've accepted my conduct.

[00:29:48]>> Or I come and I tell you, can I get for you what to eat? Yes.

[00:29:55]>> Or I write to you please can I bring something for you? You respond back.

[00:30:00]Yes.

[00:30:01]>> That's what you call acceptance. Now acceptance also this acceptance it has rules that are governing it.

[00:30:08]One acceptance must be communicated >> just like offer.

[00:30:14]>> Yes. If you don't communicate your acceptance either positive by conduct orally or in writing then and you keep quiet your silence does not amount to an acceptance.

[00:30:30]So silence will not amount to an acceptance. We are going to be looking at the case of f house versus binary. M >> when you look at that case, the defendant was willing to sell his horse to the nephew at £30 and 15 p.

[00:30:45]>> Yes.

[00:30:46]>> And then he told this guy, the plaintiff that if I don't hear from you, I'll take it to be mine.

[00:30:53]>> And the plaintiff kept quiet. So when he kept quiet, this person went and sold the horse to another person. after selling and this person discovered that the horse they had offered to him was being sold he went and sold.

[00:31:06]>> So the court the issue before remember we had said earlier on that issues these are grounds or these are matters of contentions you get. So now the the issue before court was was whether his silence had amounted to unacceptance >> and the court said no you are keeping quiet >> does not mount to acceptance >> therefore you have no case >> you have no case to answer talk >> okay >> then we shall also look at another rule of acceptance that acceptance must be communicated by a person with authority And we are going to back it up with the case of Paul versus Lee.

[00:32:01]When you look at that case of Paul versus Lee, you're going to find out that the organization of Lee >> um it it was calling for the people to come and apply for the position of the head teacher.

[00:32:16]>> Yes. of a certain school >> of a certain school >> and when the saw that advert he went and applied >> and when he applied the internal management the board >> Yes.

[00:32:29]>> the guy applied he did an interview was shortlisted and the internal management they agreed to employ him.

[00:32:36]>> Yes.

[00:32:37]>> But they had not communicated to him officially.

[00:32:41]Now one of the people that was in the organization called K who are just a mere driver you got the news that the management had agreed to employ him but remember the management had not communicated to the applicant >> officially >> officially. So went and broke out the news management the management have agreed to give you a job. So this guy he also sat and >> wait for for their communication.

[00:33:16]>> No already this guy had communicated. So for him he was already he thought that now he's the employer of the he has been employed >> by the company since they had communicated to him.

[00:33:25]>> Yes. Now later on the organization they changed >> their position >> in their position >> and shortlisted another person >> they re they re >> advertised >> advertised and another person >> applied >> applied and you were shortlisted and for him they communicated to him officially.

[00:33:47]So after communicating to him waited waited he's not he's not hearing any any news from there >> he still has the news from >> yesu engagement Yes, let's proceed.

[00:34:25]>> So, um now when another person was communicated and learned about it, he went understood him from the job.

[00:34:45]So the issue before was whether the person that had communicated power was authorized to do so >> and then the court said no.

[00:34:55]>> So so being that the communication was made by me driver >> who was not authorized >> yes >> to communicate then there was no acceptance.

[00:35:05]>> There was no acceptance.

[00:35:08]>> Yes. There was no contract.

[00:35:10]>> Okay.

[00:35:13]Then council also another rule is that acceptance must be uh made in the manner prescribed.

[00:35:26]>> Acceptance must be made in the manner prescribed.

[00:35:28]>> Prescribed.

[00:35:29]>> Now in that I think we are going to be looking at the case of of of Adams versus Lindell. M >> and if I tell you please accept via my MTN, you accept via MTN. If I tell you please accept via a postal >> address >> address accept via a postal address. Now when you look at that case of Adams versus Council, acceptance in rule is only becomes effective when the receiver receives the letter of acceptance and he writes back and then he drops it in the post box or or he gives the the letter of acceptance to the post official people >> then acceptance will take place even though maybe the person that you are writing to back haven't yet received acceptance is there But for the postal rule in acceptance to take place three major conditions must be fulfilled.

[00:36:26]>> Yes.

[00:36:27]>> One the letter should be well addressed.

[00:36:31]>> Yes.

[00:36:32]>> The letter should not delay >> and the letter should not get lost.

[00:36:37]>> So how how me me the me who responds how can I guarantee that?

[00:36:43]>> Now >> because me stop on putting it in the right address. Aha. Now let's let's explain more about the postal council. I write to you as my colleague >> and now I've given to the to the third person. Okay. To the post official people.

[00:36:58]Yes. To you. Now the moment you receive that letter >> that one does not mean that acceptance has taken place. No. But the moment you receive and then you write to me back and then you drop it in the post box like this >> then the postal rule has taken place.

[00:37:16]acceptance has taken place.

[00:37:18]>> But we are saying three major conditions must be present. One, the letter should not get lost on the way.

[00:37:24]>> The letter should not delay and the letter should be well addressed. Of course, when the letter is well addressed, it will reach me. The letter when it's not lost, it will reach me and the letter when is not delayed, >> it will also reach.

[00:37:39]>> Oh, >> you get so if if those things are not there, then apostle will not take place.

[00:37:44]So Adams versus >> Lindell Lind >> it's about the postal rule.

[00:37:48]>> It's the postal rule. It also explain that post that acceptance must be communicated >> in the manner prescribed.

[00:37:55]>> Yes.

[00:37:57]Okay.

[00:37:58]>> Then also acceptance council must be qualified and absolute.

[00:38:08]In in when we say that acceptance must be qualified and absolute >> it simply means that it shouldn't be leaving there any room for negotiation.

[00:38:19]>> Now we shall also back up with the case of hide versus rich.

[00:38:23]>> You see in that case of hide versus rich there was negotiation.

[00:38:27]The person said he's selling the farm >> at £1,000.

[00:38:32]>> Yes.

[00:38:32]>> But then this guy is leaving their room for negotiation. be saying ah instead of £1,000 I'll buy it at £950 >> so that's why this the the seller he sold he rejected and he sold it to another person because this person he he had created a room for negotiation >> so acceptance must be absolute and unqualified >> unqualified >> it shouldn't be leaving there any room for negotiations >> okay >> that's what we can talk about >> I think So I think let's let's finish with the consideration.

[00:39:09]>> Uh next time we shall talk on >> we shall do capacity consent.

[00:39:15]>> When you look at consideration >> in law consideration we call it quid pro >> something for something.

[00:39:25]What both parties suffer what what both parties obtain in contract every party must obtain and every party must suffer.

[00:39:34]>> Yes.

[00:39:35]>> When you look at the case of Chi versus Ma.

[00:39:37]>> Yes.

[00:39:38]>> Consideration is defined as a varable right interest gain profit.

[00:39:45]>> I have that case here >> that is acquired >> or you can call it a forbearance a detriment a loss that is suffered.

[00:39:52]Meaning in consideration both parties suffer. Both parties obtain >> versus mission.

[00:39:58]>> Yes.

[00:39:59]>> Okay.

[00:39:59]>> But now in the lemon's language you can also that you can also define consideration as a promise from the promiser to the promise meaning every consideration it must be having legal intentions >> and even it must be lawful.

[00:40:16]>> Every consideration >> yes >> it must have legal intentions.

[00:40:21]>> Yes.

[00:40:22]>> Okay. And must be lawful. lawful.

[00:40:26]After understanding that council, we are going now to look at types >> consideration.

[00:40:32]>> There are three >> executed consideration >> exeation and past >> executed exe >> and past consideration.

[00:40:47]Now when you look at executed consideration, this is a type of consideration that takes place there and then at the time of making a transaction.

[00:40:57]>> That's executed. It's a type of consideration that takes place there and then at time of making a contract.

[00:41:04]>> For example, >> for example, how much is the civil procedure rules? 30,000.

[00:41:09]>> I give you 30,000. You give me the civil procedure rules. The contract has been executed.

[00:41:14]>> Yeah. Executed.

[00:41:15]>> Constitution has been executed.

[00:41:20]There's not any obligation that I'm going to perform there ex >> it takes place there and then at the time of making a transaction.

[00:41:34]>> Yes. Then when you look at exitary now exitary consideration for which a one of the parties has a future obligation to perform.

[00:41:51]>> Yeah. Exeutation.

[00:41:54]>> Yes.

[00:41:55]>> For it this is a type of consideration whereby one of the parties >> has a future obligation to perform.

[00:42:01]One of the parties has the future obligation to perform >> for example for example >> how much is this is this procedure lose >> yes >> 30,000 >> madam I have 20,000 right now can can you give it to me then I bring the 10,000 later >> meaning I have a future obligation of bringing the balance of 10,000 to make it So in any case you are saying that if if if you are selling me anything and I I pay you less money the remaining balance >> is the the future obligation >> e meaning I have a future obligation to perform or bring in the balance >> or even you may be like maybe uh let's say >> get a you are selling tomatoes right >> and then I tell you oh how much are those tomatoes a bin is 10k day, right?

[00:43:01]>> And they say, "Okay, do you know what you're going to do? Can you go and first wash on those tomatoes and remove the the the tomato what medicine that they normally spray?" Meaning you have before you deliver, make sure that you deliver them in a in a good deliverable state >> when they clean.

[00:43:19]>> You have an obligation to do on a contract.

[00:43:22]>> That is ex >> That's exation. One of the parties has a future obligation to perform.

[00:43:27]>> Okay. Now >> I want you to listen on past consideration is not sufficient consideration.

[00:43:49]M but now where consideration is being accepted and taken and taken as a consideration parties must first agree on it before making a promise >> before making an actution.

[00:44:15]>> Yes. When you look at article When you look at article 121 clause 4 paragraph A >> he talks about prerogative of mercy >> and on clause four a 121 >> then clause four >> prerogative of mercy. Uhhuh. When you going to close four paragraph A >> close four paragraph A. The president may on the advice of of the committee a grant to any person convicted of an offense a pardon either free or subject to lawful condition.

[00:44:56]>> Now my my viewers may ask why why are we going in our constitution? There's what we want to explain. Now on consideration parties first agree on it. Remember balam when these guys were being taken to >> some of them they serious.

[00:45:14]>> I remember came and told them that please can you accept the charges after accepting the charges we sh the president will pardon you. I get meaning before they accepted on the charges they first agreed about it that once they accept and they given a sentence then the the president will intervene now in this consideration we are going to be looking at the case of lamping versus bright white >> in that case it's related to this bon >> bright white had killed someone and remember under article 22 of the constitution no one has a right to terminate someone's life except when that person has gone through a court trial with a with a court of competent jurisdiction meaning it's only court that can terminate your life like what happened to >> besides court no one has that right now when bright white when blight killed a person you was sentenced he was convicted and sentenced to death >> I think that's um murder that's section 171 the pen act and then the punishment is under section 172 >> now this person was given a death penalty Now when he was given the death penalty it was waiting now for the king to sign like right now we are waiting for the president to sign for >> right but here has appealed about that sentence now when this guy had killed a person he went and he was convicted and given a death penalty he went and told to lamping lamp was a friend to the king >> remember in the So when you look at under section 13 of the the contract act you have what we call an influence >> someone who's in the spear position you can use that position over someone over people who are in the lower position to get advantage over them right >> yes >> now when you look at that case after bright killing a person you went and told you you're a friend to the king to the king pardon me in case I get a pardon from the king I'm going to give Now they agreed on it before making the per making the performance of going to the king. Now this guy ramping he successfully went to the king and convinced him and indeed he was pardoned. After being pardoned he came back demanding for the 100 that had promised to him.

[00:47:43]>> Immediately this guy said ah I'm not giving anything innocent. Hey, but the court rejected the court said no before this person going to the king even if it's a past consideration but you had agreed on it before making the performance therefore you must be >> therefore you pay him >> you pay him so >> in any case you are saying that past consideration you cannot do anything without agreeing with me beforeh Huh?

[00:48:21]And then you go and wash my car before I told you to wash it. After washing it, I come back and I find that the car is very good.

[00:48:28]You looking nice.

[00:48:30]Okay, you wash the I'll buy for cuz that's what those people most times want. Now if I later on declined and I to buy for him that that promise I had made, he cannot sue me. Why? He washed the car before I instructed him to do so.

[00:48:46]>> Okay.

[00:48:48]Now there was no agreement.

[00:48:49]>> Yes.

[00:48:51]>> The promise is coming after >> when the act has been has been made. Uh council I want us to look at at now lose governing consideration.

[00:49:02]>> Yes. Rouge >> and I think we are going to look at major I think like four rules. One consideration must be lawful. Conation must be sufficient but no need to be adequate. Consideration must move from the promised to the promiser and consideration must be before but not passed.

[00:49:20]Now let's start with consideration must be lawful >> council neither way you cannot tell me to go and do something that is not accepted in the law >> it's not allowed >> it's not allowed murder is not allowed you can apply here even if it is a criminal case >> it can apply it can apply sent someone to kill you >> yes it's not allowed Right. So it was still also a contract.

[00:49:53]>> Yeah. It's not allowed. Uh so these are the thing that we are going to look at.

[00:49:57]Now let's start with this rule.

[00:50:00]>> Conation must be lawful.

[00:50:03]>> We are going to apply the case of FA versus scholar.

[00:50:06]>> We can apply the case of D versus K. We can apply the case of Martin F versus Rogers. Pakist and H. All those are very many cases.

[00:50:18]castle. Now you're going to see that those cases okay you goes something that is illegal meaning it's not accepted right now when you look at uh the case of what which case can I can I explain using it >> there is the other case of illegal selling of wine >> the whiskey >> whiskey that's that's the scholar >> yes >> now >> can it apply >> yes it can apply >> remember there was a prohibition >> mm For example, right now the president has issued an order that those people who are coming for pilgrimies who are coming for don't come now for if weist of Ebola >> cause of Ebola and you come then we shall say please what you're doing is not allowed the president has stopped like what like what we had in so now you're going to see in the case of scholar there was a to restriction of whisk >> in the US >> and the US >> to UK. Now there's two people, two parties, a seller and a buyer. Remember council when you look at sales of goods under section two subsection one of cap 2 92 a contract of sale of goods this is where by the seller he agrees to transfer the property in the goods to a buyer for money and remember transfer means ownership >> and we call it you cannot sell what you don't possess now >> these is they were aware that there was a trade restriction of sharing of whisk between America and USA and they insisted and they entered into contract of sale. Now one of the duties of the seller a seller has the duty to deliver the goods to the buyer right. So if the seller refuses to deliver under section 62 of then he has breached the contract. Now when this guy came reached for delivering the whisk, he could not deliver because there was the road blocks the the restrictions. He failed to deliver. Now when he f to deliver the river, the buyer came and sued him >> that you failed to supply me.

[00:52:33]>> Hey section >> as we agreed >> as we have agreed but then the court said please you cannot sue this person cuz what you doing is legal. It's being prohibited by the law.

[00:52:43]>> There was no contract.

[00:52:44]>> Therefore there was no contract. You cannot enter a quarter that is unlawful >> under the council. You cannot recover anything that is illegal.

[00:52:53]>> If I try to go and kill someone and you go and you kill and then I promised you money, you come for it, I don't pay you.

[00:52:59]We all have a case. It's not allowed.

[00:53:03]>> Okay, that is rule number one.

[00:53:05]>> Rule number two, consideration must be passed. Consideration must be before not passed. What does it mean in consideration? should come before or at a time of contracting but not after.

[00:53:20]>> Except in the other the other case >> except in the other case of Lamping versus Blight White.

[00:53:24]>> Yes.

[00:53:24]>> But here we are going to be looking at the case of Remac in the Remac case the relatives who are staying who are staying abroad. All right. Right. The relatives who were staying abroad. Now this person who was staying within the country he went and renovated the houses of the relatives before they had instructed him to do so.

[00:53:42]M.

[00:53:42]>> And now when they come back in the country, they were so excited to find that the house is looking so nice, as if people were staying there.

[00:53:50]>> The paint is on point, everything. So they told this guy, "Boss, how much did this spend on the renovation?"

[00:53:57]>> I spend this amount. So they said, "Okay, we are going to pay for the expenses that you paid."

[00:54:02]>> But remember, they promising him to pay when this guy already had renovated the houses before they had instructed him to do so. M >> you get now later on when they file to pay you went and sued but the court said no please your conseration is passed >> and of which being passed you do not agree on it and the general is that consideration must be before but not passed >> so he lost the case.

[00:54:28]>> Okay.

[00:54:30]>> Another r we are going to look at the rule that says that consideration must be sufficient but not need to be adequate.

[00:54:41]Consideration must be sufficient but not need to be adequate. The law is interested the court and the law is interested in the sufficience.

[00:54:52]>> Is there something valuable?

[00:54:56]>> Did you agree on it? Was it sufficient to you by the time of making a contract?

[00:55:00]But the law is not interested.

[00:55:08]>> Is it really genuine value? The court is not interested on it. The court for it is interested in the sufficienc of water >> of 500 and I give a phone. By me doing that I'm looking at that bott of water to be sufficient to the phone but it's not adequate of the contract. Therefore the law is very clear that if you make a bad >> it is your problem >> the court expects you to maintain and stick with that if you get your car your house your land and you say that I give you 5,000 and you give me a car if I give you that 5,000 and you give me that car I don't expect you to come back and you looked at 5,000 to be sufficient to the So it's not a must that the consideration must be fair or equal in value.

[00:56:11]We are going to be looking at the case of Thomas versus Thomas must be sufficient >> but not >> but not need to be adequate.

[00:56:20]Uh council when you look at that case of Thomas versus Thomas >> um the the the the plaintiff went and and mortgaged his cottage at just one pound you can imagine.

[00:56:33]And after it ated, he came and started claiming that he had given him little money.

[00:56:48]So the law does not allow it. It's not a must. It does not mean that to give you a phone, you have to give me a c of ice cream. Even if you just for me, if I say that, please give me an ice cream of 500 and I give a phone. I'm looking at an ice cream of 500 to be sufficient to the phone. So it's not a must that consideration must be fair or equal in value >> but then we shall be looking at circumstances that that rule it has exceptions.

[00:57:15]>> We have circumstances that do not amount sufficient costation >> and here we are going to be looking at part payment.

[00:57:22]part payment, right? And part payment is going to be taking you to what we call the rule.

[00:57:31]>> So what does the pen say?

[00:57:34]The lesser sum does not amount to a bigger sum on the satisfaction.

[00:57:40]>> I beg your pardon.

[00:57:41]>> The lesser s does not amount to a bigger s on the satisfaction. For example, the principal >> on the satisfaction.

[00:58:01]>> What is the what is the door of satisfaction?

[00:58:04]>> The day you've agreed to make payment for example youing 100,000 >> 100,000 you demanding me it becomes the the what the greater s Monday.

[00:58:21]>> Monday next week. Now Monday next week it becomes the day of satisfaction which is Monday.

[00:58:26]>> Yes.

[00:58:26]>> So on Monday next week, how much do you expect me to pay you?

[00:58:30]>> 100,000.

[00:58:30]>> 100,000. So if I pay money that is less than 100,000, will I have paid you,000?

[00:58:37]Mhm.

[00:58:37]>> So that's why we saying that meaning but we have exceptions to that rule whereby 100,000 and I0000 even 100,000 but then there are some circumstances whereby I can pay 500,000 and I would pay the balance those are exceptions we call them common exceptions to the post to the to the to the to that rule the rule of pino's rule M >> now one where the citor request the data to pay him on an ear on an earlier day of payment meaning you've agreed that 100,000 you want it on Monday next week but then you get a problem you come before Monday reaching and you say please I've got a visa and I found out in my house I don't have salt on that one on 100,000 that I'm demanding you can you give me 1,000 and I go and I pay what and I go and buy the salt As long as you've demanded that money before the payment will reaching if I give you that 1,000 the 99,000 I cannot pay it to you bank you now that's those are the exceptions where by the lesser s will amount to bigger sum but remember we said that the general rule says that the lesser sum does not amount to greater satisfaction principle You weren't patient enough. You came before the pay.

[01:01:02]So you have to wait for the day of satisfaction >> and also we shall look at the intention of the parties.

[01:01:09]Then second >> as we finish >> as we are summarizing it >> another one is that where the citor >> changes that changes the location of payment >> the place of location for payment we've agreed that the money I'll pay you from >> from machindi >> for machindi >> then I reach at machindi I come with your money then please I got an emergency I didn't call you I didn't have battery I'm in masaka can you bring that money to masa At the end of the day, I will not touch my expenses. If I'm bringing the money on that 100,000, I'll move the money to mass the money to bring me back and then meaning the money will pay you to be less than 100,000.

[01:01:57]>> Another exception.

[01:02:00]>> Another exception is where something is being offered for another thing other than money. In instead of giving 100,000 I gave you something that is equivalent to that for example I have a shop I'm saying rice you in host you admitting 100,000 but then came reaches and you say please instead of 100,000 I'm demanding you give me the rice for 100,000 I go and I stock in my room now I don't expect you to come back and demand that money cuz the the rice I I will have given you we presume that I I converted it into But >> into into into money >> into money so you cannot come back. The fourth exception where third parties pay their creditor on behalf of the data you me >> I'm not I don't have capacity to pay you but I can talk to my reverend my girlfriend my wife my mother my best friend my lecturer and he pays you on my behalf. We don't expect you to come back to another person demand me the same money cuz under section 14 of the contract contract act we have what call fraud we shall know that this person section 14 >> section 14 I think it talks about fraud >> 14 fraud So it's not good >> consent.

[01:03:36]Consent is induced by crowd where any of the following acts is committed by a party through a contract or with the convenience of that party or by the agents of that party with intent of deceiving the other party. the contract or uh or the agent of other party or to induce the other party to enter into the contract. Yes.

[01:04:15]Then don't come and man my sister may have paid you on behalf of what my sister once you do it that's >> so you become the third party >> you pay so you cannot come >> you cannot come >> oh >> so uh colleagues that's what we can say for now >> then maybe the next episode the next meeting we shall be looking at capacity we shall be looking at legal intentions and consent >> and then capas is very interesting Maybe if I can give the highlight, we shall look at article 31 of the constitution.

[01:04:48]We shall look at article 34 clause 4 and clause 5 of the constitution. We shall also look at section four ofa. We shall also look at section 10 of the contract act section 10 subsection 2 section 11 of the contract act. We shall be looking at those cases of n versus in man and gray like that. So the next meeting join us.

[01:05:10]>> Okay.

[01:05:16]discussion.

[01:05:24]Just elements types managing Elements of valid contract.

[01:06:12]burden of proof.

[01:06:14]We shall be looking at presumption of innocence. That's article 28.3.

[01:06:19]We shall be looking at being represented by a lawyer experts of the state. That's article 28.3 E. So we shall sit down. We look at those things that >> other people that maybe were saying that what the state was doing was bad and maybe we shall also see what the lawyers for the choose that they missed. the reasoning of the lawyers.

[01:06:42]>> Yes, no worries. Thank you very much.

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