Essentials of a valid Contract

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By youcanwin

Essentials of a valid contract.

What is a contract?

A contract is an agreement that can be enforceable by law. An agreement is an

offer and its acceptance. An agreement which can be enforceable by law must
have some essential elements. According to Section 10 "All agreements are
contracts if they are made by the free consent of the parties competent to
contract, for a lawful consideration and with a lawful object, and are not hereby
expressly declared to be void" As per the above section, a contract must have
the following elements.

1. Intention to create legal relationship.

2. Lawful object

3. Agreement not expressly declared void

4. Proper offer and it s acceptance

5. Free Consent

6. Capacity of parties to contract

7. Certainty of meaning.

8. Possibility of performance.

9. Lawful consideration

10. Legal formalities

Intention to create legal relationship: The parties entering into a contract must
have an intention to create a legal relationship. If there is no intention to create
a legal relationship, that agreement cannot be treated as a valid contract.
Generally there is no intention to create a legal relationship in social and
domestic agreements. Invitation for lunch does not create a legal relationship.
Certain agreements and obligation between father and daughter, mother and
son and husband and wife does not create a legal relationship. An agreement
wherein it is clearly mentioned that "This agreement is not intended to create
formal or legal agreement and shall not be subject to legal jurisdiction in the law
of courts." cannot be treated as a contract and not valid.

Lawful Object: The objective of the agreement must be lawful. Any act prohibited
by law will not be valid and such agreements cannot be treated as a valid
contract. A rents out his house for the business of prostitution or for making
bomb, the acts performing there are unlawful. Hence such agreement cannot be
treated as a valid contract. Therefore the consideration as well as the object of
the agreement should be lawful.

Agreement not expressly declared void: Section 24 to 30 specify certain types of

agreement which have been expressly declared void. For example Restraint of
marriage which has been expressly declared void under Section 26. If John
promises to pay $50 to Mary if she does not marry throughout her life and Mary
promise not to marry at all. But this agreement cannot be treated as a valid
contract owing to the fact that, under section 26 restraint of marriage expressly
declared void. Some of the agreement which have been expressly declared void
are agreement in restraint of legal proceedings, agreement in restraint of trade,
agreement in restraint of marriage and agreement by way of wager.

Proper offer and it s acceptance: To create a valid contract, there must be two or
more parties. One who makes the offer and the other who accepts the offer. One
person cannot make an offer and accept it. There must be at least two persons.
Also the offer must be clear and properly communicated to the other party.
Similarly acceptance must be communicated to the other party and the proper
and unconditional acceptance must be communicated to the offerer. Proper offer
and proper acceptance should be there to treat the agreement as a contract
which is enforceable by law.

Free Consent: According to section 14, consent is said to be free when it is not
caused by (i) coercion, (ii) undue influence (iii) fraud, (iv) misrepresentation, or
(v) mistake. If the contract made by any of the above four reason, at the option
of the aggrieved party it could be treated as a void contract. If the agreement
induced by mutual mistake the agreement would stand void or canceled. An
agreement can be treated as a valid contract when the consent of the parties are
free and not under any undue influence, fear or pressure etc. The consent of the
parties must be genuine and free consent.

Capacity of parties to contract: Parties entering into an agreement must be

competent and capable of entering into a contract. If "A" agrees to sell a
Government property to B and B agrees to buy that property, it could not treated
as a valid agreement as A is not authorized or owner of the property. If any of
the party is not competent or capable of entering into the agreement, that
agreement cannot be treated as a valid contract. According to Section 11 of the
Act which says that every person is competent to contract who is of the age of
majority according to the law to which he is subject and who is of sound mind,
and is not disqualified from contracting by any law to which he is subject. So it is
clear that the party must be of sound mind and of age to enter into a valid
agreement which can be treated as a valid contract.

Certainty of meaning: Wording of the agreement must be clear and not uncertain
or vague. Suppose John agrees to sell 500 tones of oil to Mathew. But, what kind
of oil is not mentioned clearly. So on the ground of uncertainty, this agreement
stands void. If the meaning of the agreement can be made certain by the
circumstances, it could be treated as a valid contract. For example, if John and
Mathew are sole trader of coconut oil, the meaning of the agreement can be
made certain by the circumstance and in that case, the agreement can be
treated as a valid contract. According to Section 29 of the Contract Act says that
Agreements, the meaning of which is not certain or capable of being made
certain, are void.

Possibility of performance: As per section 56, if the act is impossible of

performance, physically or legally, the agreement cannot be enforced by law.
There must be possibility of performance of the agreement. Impossible
agreements like one claims to run at a speed of 1000km/hour or Jump to a height
of 100feet etc. would not create a valid agreement. All such acts which are
impossible of performance would not create a valid contract and cannot treated
as a valid contract. In essence, there must be possibility of performance must be
there to create a valid contract.

Lawful consideration: An agreement must be supported by a consideration of

something in return. That is, the agreement must be supported by some type of
service or goods in return of money or goods. However, it is not necessary the
price should be always in terms of money. It could be a service or another goods.
Suppose X agrees to buy books from Y for $50. Here the consideration of X is
books and the consideration of Y is $50. It can be a promise to act (doing
something) or forbearance (not doing something). The consideration may be
present, future or can be past. But the consideration must be real. For example If
John agrees to sell his car of $ 50000 to Peter for $20000. This is a valid contract
if John agrees to sell his car not under any influence or force. It can be valid only
if the consideration of John is free. An agreement is valid only when the acts are
legal. Illegal works like killing another for money, or immoral works or illegal acts
are cannot be treated as a valid agreement. So, illegal works will not come under
the contract act.

Legal formalities: The contract act does not insist that the agreement must be in
writing, it could be oral. But, in some cases the law strictly insist that the
agreement must be in writing like agreement to sell immovable property must
be in writing and should be registered under the Transfer of Property Act, 1882.
These agreement are valid only when they fulfill the formalities like writing,
registration, signing by the both the parties are completed. If these legal
formalities are not completed, it cannot be treated as a valid contract.

Most important essentials of a valid contract are mentioned above. These

elements should be present in a contract to make it a valid contract. If any one
of them is missing we cannot treat that agreement as a valid contract.