MTN NIGERIA COMMUNICATION LIMITED v. CORPORATE COMMUNICATION INVESTMENT LIMITED

KUDIRAT MOTONMORI OLATOKUNBO KEKERE-EKUN, J.S.C. (Delivering the Leading Judgment): This appeal is against the judgment of the Court of Appeal, Port Harcourt Division delivered on 21st July, 2014, dismissing the appellant’s appeal against the judgment of the High Court of Rivers State sitting at Port Harcourt, delivered on 6th August, 2013.

The facts of this case, as can be gleaned from the pleadings of the parties are as follows: The respondent is one of the appellant’s trade partners. Their business relationship started sometime in 2005 and over the years has been governed by various agreements entered into between them. In particular, in January 2011 the appellant issued fresh terms of agreement and it was specifically stated that the 2011 agreement supersedes previous agreements. The 2011 agreement was identified as No. 381730 (Exhibit A). It was a term of the agreement that the Claimant/Respondent had the right to terminate the agreement upon giving the Defendant/Appellant 3 months’ notice in writing, while the defendant/appellant had the right to terminate the agreement upon giving the claimant/respondent 60 days written notice.

The agreement had some annexures, which, according to the respondent provided for the rights and duties of the parties.

It was the contention of the claimant/respondent that despite trading and carrying on business with the defendant/appellant in accordance with Exhibit A, the appellant purportedly terminated the agreement vide a letter dated 18th March 2011 (Exhibit B). It contended that the letter was not in compliance with the terms of Exhibit A and was in fact addressed to a different company, to wit: Corporate Communication Ltd. The claimant/respondent protested by writing a letter dated 29th March 2011. The claimant/respondent pleaded that on 4th April 2011, it placed orders for the appellant’s products, which were rejected on account of the termination letter.