All contracts are agreements but all agreements are not contracts". Di...
Meaning of Contract : Section 2 (h) of the Indian Contract Act, 1872 defines a contract as an agreement enforceable by law. In other words, an agreement which can be enforced in a court of law is contract. Rajeev defines a contract as an agreement creating and defining obligations between the parties. According to Pollock “Every agreement and promise enforceable at a court of law is a contract.” Hence, a contract is an agreement between two or more persons which is intended to have legal consequences.
There are two elements of a contract
Agreement : According to Section 2 (e) every promise and set of promises (two or more promises) forming the consideration for each other is an agreement. Promise is defined in Section 2 (b) in these words. When the person to whom the proposal is made signifies his assent thereto, the proposal is said to be accepted. A proposal, when accepted, becomes a promise. Therefore, every agreement is composed of a proposal from one side and its acceptance from the other.
Thus, Agreement = Offer or Proposal + Acceptance of Offer
The agreement must give rise to legal obligation, i.e:, it should be enforceable by law : Agreements creating social, religious or moral obligations are not contracts.All contracts are agreements but all agreements are not contracts. All agreements are not contracts. An agreement may or may not create a legal obligation. If no legal binding is intended, a contract does not arise. Agreements of moral, religious or social nature are not contracts because parties never intend to create legal obligation. In such cases, no one can sue the other party in case of default. On the other hand, all contracts are agreements because for making a contract, there must be an agreement enforceable by law.
Essential Elements of a Valid Contract are:
Offer and Acceptance : In order to create a valid contract, there must be an agreement between the two parties. An offer from one party to do or abstain from doing a particular act and its acceptance by the other party are two basic elements of an agreement. Both offer and acceptance should be lawful. The offer must be certain and must be communicated to the offerer. Similarly, acceptance must be absolute and unconditional, it must be given in the mode prescribed and should be communicated.
Intention to create Legal Relationship : There should be an intention on the part of the parties to the agreement to create a legal relationship.
Lawful consideration : The agreement must be supported by a lawful consideration on both sides.
Parties competent to contract : The parties to a contract must be capable of entering into a valid contract. According to Section 11, every person is competent to contract if he (i) is of the age of majority, (ii) is of sound mind, and (iii) is not disqualified from contracting by any law to which he is subject.
Free consent : The contract must have been ,made with the free consent of the parties. Consent is said to be free if it is not induced by coercion, undue influence, fraud, misrepresentation or mistake.
Lawful object : The object of the agreement should be lawful and not the one which the law disapproves.
Not expressly declared void : The agreement must not have been expressly declared to be void. There are certain agreements which have been expressly declared void by the Indian Contract Act, like, agreements in restraint of marriage, agreements in restraint of trade or agreements in restraint of legal proceedings, agreements with uncertain meaning etc.
Certainty of meaning : The meaning of the agreement must be certain, otherwise the agreement will not be enforceable by law. For example, if X agrees to sell to Y 500 liters of oil @ 50 per liter, the agreement is not enforceable as there is nothing to show the type of oil being sold.
Possibility of performance : The act contemplated in the agreement should be capable of performance. An agreement to do an act impossible in itself cannot be enforced.
Necessary legal formalities : The prescribed legal formalities of writing, registration etc., must be observed, wherever required.