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The Plaintiff was at all material times a company carrying on bussiness
in the construction sector. The Defandant was at all material times a
company carrying on business as suppliers of school and hospital
equipment. By an agreement made between the Plaintiff and the
Defendant, the Plaintiff supplied the Defendant with materials for the
making of various furniture items in pursuance of a contract with
Japanese Coorporation Systems. By a letter dated 5th November, 2014
the Defendant committed to pay the Plaintiff a total sum of
MK82,000,000.00 pursuant to the above agreement of which
MK45,000,000.00 was to be paid on or before 11th November, 2014
and the balance of MK37,000,000.00 was to be paid on or before 11th
November, 2014. To date, no money was paid by the Defendant to the
Plaintiff.However, there was a condition agreed upon by both parties
that the Defendant would be given evidence of the goods imported,
and that the transfer of money was subject to this condition. The
Plaintiff claims it is the Defendat who breached contract, while the
Defendant claims it was the Plaintiff who breached contract.
Whether it was the Plaintiff or the Defendant who breached the
Legal evaluation
In the case at hand, there is what is known in legal practice as a
''condition precedent'' which is a mutually agreed upon condition which
must first be fulfilled by one party before any obligation to act exists
on the part of the other party.
In PYM V CAMPBELL Queen's Bench (1856) 6 EL. & BL.379, the
Plaintiff allaged that the Defendants agreed in writing to purchase a
share in an invention of the Plaintiff's. The Defendants gave evidence
that they had agreed on the price at which the invention should be

purchased, if bought at all, and had arranged for a meeting at which

the Plaintiff was to explain his invention to two engineers appointed by
the Defendants. If they approved, the machines were to be bought; if
they disapproved, the machines would not be bought. The machines
were not approved and the Plaintiff sued the Defendant for breach of
contract. The jury found in favor of the Defendants and emphasized
that the Defendants were not bound to any obligation until the
conidtion of getting the machines approved by the engineers was met.
This condition was agreed upon beforehand, and as the Plaintiff could
not fulfill the condition which was essential for the working of the
contract, the Plaintiff had a weak claim.
In MARTEN B WHALE, the Plaintiff and one Thacker entered into an
agreement by which Thacker agreed to sell and the Plaintiff to buy a
plot of land for the sum of 385 British pounds, subject to purchaser's
solicitor's approval of title and restrictions. In consideration of that
transaction the Plaintiff agreed to sell and Thacker to buy a motor car
for 300 British Pounds, completeion of such sale and purchase to be
carried out simultaneously with above transaction. The Plaintiff let
Thacker have the car on loan, and Thacker sold it to the Defendant
who bought in good faith and without notice of the Plaintiff's rights.
Subsequently, the Plaintiff's solicitors refused to approve the restriction
in connection with the land.
Scrutton L.J emphasized that the Defendant only agreed to buy the car
if the Plaintiff carried through the transaction for the purchase of the
land from the Defendant, but if the Plaintiff did not carry through with
the purchase of the land, then the Defendant was under no obligation
to carry through his ocntractual obligation.
Defendants contracted to buy a quantity of steel from the Plaintiffs. It
was provided that payment by the Defendants should be by cash
against shipping documents from a confirmed credit to be opened at a
named bank. The Defendants never opened the credit and eventually
repudiated the contract. It was made clear in this case that such
conditions are essential terms in contracts, and if one party fails to
meet that condition, then the other party who required the condition to
be met can treat himself as discharged from any further performance
of the contract.

Taking all of the above case law into consideration, it is clear in the
case at hand that the condition to provide evidence of goods imported
was essential to the contract as it was a condition precedent, which
under law has to be fullfilled before any contractual obligation exists by
the other party. Therefore , the Plaintiff cannot claim that the
Defendant breached contract, as there was a condition precedent
which was agreed upon.