TSKJ Nigeria Ltd. v. Otochem Nigeria Ltd.



In 1997, the appellant entered into contract with the respondent wherein the latter was to supply the former a houseboat on lease. The houseboat was needed to provide temporary accommodation for the appellant’s staff. The appellant sent a Local Purchase Order (LPO) to the respondent containing the terms of their offer. Consequently, the appellant agreed to lease the houseboat for a consideration of an advance payment of N6,288,000.00 (Six Million, Two Hundred and Eighty Eight Thousand Naira) representing the rental value at the rate of N100,000 per day for two months and the cost of transportation to the appellant’s location pending the completion of a permanent housing facility for the appellant’s staff. Certain modifications were requested to be made on the houseboat before delivery and the respondent complied with the demands.


After delivering the houseboat, the appellant further demanded that the respondent make additional modifications to the houseboat in order to meet the standard of its senior staff. The respondent complied and carried out the additional modifications while the houseboat was in the appellant’s possession. After completing the modifications, the respondent made a demand for payment from the appellant. In spite of being in possession for 148 days, the appellant refused to make payment on the ground that the houseboat did not meet its specification. The respondent recovered the houseboat after repeated demands, and filed a suit against the appellant at the High Court of Rivers State, Port Harcourt Division. The respondent sued for breach of contract and prayed the court for an order to compel the appellant to pay to it the sum of N14,800,000.00 (Fourteen Million, Eight Hundred Thousand Naira) representing hire rentals for 148 days, N12,000,000.00 (Twelve Million Naira) as special damages and N40,000,000.00 (Forty Million Naira) as general damages.


The trial court gave judgment in favour of the respondent and ordered the appellant to pay to the respondent the sum of N6,288,000.00 (Six Million, Two Hundred and Eighty Eight Thousand Naira) which was the money the defendant ought to have paid in advance before or at the delivery of the boat, N12,000,000.00 (Twelve Million Naira) as special damages and N8,800,000.00 (Eight Million, Eight Hundred Thousand Naira) being the daily rent for the additional 2 months and 28 days in which the appellant was in possession. The appellant was dissatisfied with the decision of the trial court and consequently, filed a notice of appeal at the Court of Appeal, Port Harcourt Division, urging the court to overrule the trial court.


After hearing the appeal, the Court of Appeal allowed it in part by setting aside the general damages of N12,000,000.00 (Twelve Million Naira) granted against the appellant by the trial court as special damages. The appellant was further dissatisfied and filed an appeal at the Supreme Court, Abuja and for the first time raised the issue of jurisdiction.


One of the issues for determination is whether the Court of Appeal properly considered and evaluated the evidence adduced before reaching the conclusion that there was a valid and enforceable contract between the parties.


Held: (Unanimously dismissing the appeal)

(2018) 12 CLRN 1
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