Express and Implied Promise: Indian Contract Act

Promise is one of the elements of contract that is enforceable by law and forms the basis of the contract. The promise serves as the foundation for the contract, and the law requires that it be kept. It is possible for the parties to a contract to make either explicit or implicit promises to one another.

What is Promise?

Promise, in a simple language, is an assurance made by one party to another that he or she will perform a specified act or refrain from acting in a specified way. However, in law does not have much different meaning rather explains very similar meaning. As per the Section 2(b) of Indian Contract Act, 1872;

“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.”

Likewise, promises are an accepted proposal that creates legal obligations and expectations between the parties involved in the agreement. These promises can be express or implied, and must be definite, clear, and capable of being fulfilled. The parties are responsible for fulfilling their respective promises and can be held accountable for any breaches of the contract. A contractual promise is a declaration made by one of the parties to the agreement that they will perform a particular obligation or take a particular action in accordance with the terms of the agreement.

Types of Promises

Express and implied are the two major types of promise that defined under Section 9 of Indian Contract Act, 1972.

Express promises

As per Section 9 of the Indian Contract Act, “in so far as the proposal or acceptance of any promise is made in words, the promise is said to be express.”

So, the express promises are those that are mentioned unequivocally in the contract and are typically put in writing. They are clear and there is no opportunity for ambiguity or interpretation in them. For instance, if one party guarantees that they will sell a particular item to the other party at a predetermined price, and subsequently a buyer accepts that, this would be an example of an express promise.

Implied promises

As per Section 9 of the Indian Contract Act, “In so far as such proposal or acceptance is made otherwise than in words, the promise is said to be implied.”

So, implied promises are those that not clearly expressed in the contract; rather, they are able to be inferred from the circumstances surrounding the agreement or from the acts of the parties. This is in contrast to express promises, which are declared in the contract. For instance, if a person ‘A’ puts a prize money against his lost car and clearly says, “whomever, will find his car, he will be rewarded a fixed amount.” In this case, if a person ‘B’ without contracting ‘A’ finds the car and give it to ‘A’ though there is no official agreement between them, but ‘A’ is liable to pay the prize money. In this case, the promise is implied.

A contract's terms must be specific, unambiguous, and amenable to being carried out before it can be considered valid. It's possible that a promise won't be legally binding if it's too hazy, open to interpretation, or difficult to carry out.

The parties to a contract are the ones who are accountable for keeping their commitments to one another. If one of the parties to the contract does not live up to their end of the bargain, the other party may have the right to sue for damages or to terminate the agreement. In certain circumstances, the contract can stipulate particular remedies to be pursued in the event that the promise was broken.

It is essential to keep in mind that promises made in a contract may be subject to conditions. This indicates that the responsibility to keep the commitment is conditional upon the occurrence of a particular event or meeting of a specific condition. For instance, one party may only commit to deliver the items on the condition that the other side pays the price that was agreed upon.

Difference Between Express and Implied Promises

The given table highlights the major differences between express and Implied promises −

Express Promise	Implied Promise
Explicitly stated either in the written or oral form, leaving no room for doubt.	It is not explicitly written or discussed orally, but can be inferred from circumstances surrounding the Agreement.
It is unambiguous and clearly defined and stated in a very defined form.	It is not defined clearly rather hidden in the terms and conditions of contract.

Conclusion

In a nutshell, promises are the building blocks upon which a contract is built, and they are an indispensable part of an agreement. It has to be specific, unambiguous, and amenable to being met, and both parties are accountable for keeping their individual commitments to one another. If a promise is made by one party but not kept by the other, the party that was mistreated may have the right to pursue legal action.

FAQs

Q1. What elements of a promise must a contract have in order for it to be enforceable?

Ans. In order to be legally binding, a promise contained inside a contract needs to be specific, unambiguous, and amenable to being kept. Additionally, it must be done voluntarily and not under any kind of pressure or compulsion.

Q2. Is it possible to make a contract without making any promises?

Ans. The absence of promises renders the formation of a contract impossible. A contract is an agreement that is legally enforceable between two or more parties that requires promises to be made by one party to another in exchange for something of value. The agreement can be between two people or between two companies.

Q3. What repercussions does it have if one of the parties to a contract does not live up to their obligations?

Ans. Should one of the parties fail to live up to their end of the bargain, the other party may be entitled to either cancel the contract or file a claim for damages. The remedy for breach of contract will be determined by the particular provisions of the agreement as well as the law that is relevant to the situation.

Q4. Are there any clauses in a contract that can't be modified?

Ans. Promises made in a contract can be altered; however, this must be done with the agreement of both parties. In order for any modifications to be enforceable, they need to be documented in writing and signed by both parties.

Q5. Is it possible to hold someone to an implicit promise?

Ans. Yes, implicit promises are enforceable. Although they are not clearly specified in the contract, they are legally enforceable because they are inferred from the circumstances surrounding the agreement or from the acts of the parties concerned.