Expressly void agreement - Overview, Structure, Properties & Uses

Expressly Void Agreement

Edited By Ritika Jonwal | Updated on Jul 02, 2025 06:08 PM IST

A legitimate contract must have a few basic components. If such components are absent, the contract will be null, invalid, or voidable. Certain agreements, meanwhile, are null and invalid. This refers to certain contracts that the law has deemed to be invalid.

According to Section 2(h) of the Indian Contract Act, 1872 (the Act), "An agreement enforceable by law is a contract." Stated otherwise, a contract is an agreement that is enforceable by law. Section 10 of the Act addresses whether contracts can be enforced.

"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," as stated explicitly in the first part of Section 10 of the Act. An offer and an acceptance do not automatically create a contract. Therefore, if an agreement satisfies certain requirements for enforcement, it qualifies as a contract.

This Story also Contains

Agreements Without Consideration
Agreements When Consideration or Object is Unlawful
Agreements in Restraint of Marriage - Section 26
Agreements in Restraint of Trade - Section 27
Agreements in Restraint of Legal Proceedings - Section 28
Conclusion

Expressly Void Agreement

Agreements Without Consideration

"No consideration, no contract" refers to a contract being null and invalid without consideration under Sections 10 and 25 of the Indian Contract Act. However, several circumstances listed in Section 25 of the Contract Act prevent a contract signed in exchange for nothing from becoming invalid.

For example: A pledged to paint B's house for five thousand rupees. Here, B is offering A Rs. 5,000 as payment for the latter's pledge to paint her home. This is not an instance of a considerationless agreement because each party is contributing something worthwhile to the other parties.

Essential elements of such an agreement include:

The understanding is based on innate warmth and love.
The parties are closely related to one another.
The agreement is in writing.
The agreement is registered.

Agreements When Consideration or Object is Unlawful

The Act's Section 24 refers to this. This phrase essentially states that the agreement is void if any portion or all of the consideration is illegal, or if the agreement's final result is illegal.
Nonetheless, the contract would remain enforceable if the illegal provisions were removed.
For instance, even though the consideration of the agreement is lawful if A and B have an agreement for the exchange of medications and medicinal plants for ₹5000, the agreement is null and invalid.
This is a result of the agreement's illegitimate goal.
However, in this instance, the agreement would be deemed genuine if the medicines were removed from the item.

Agreements in Restraint of Marriage - Section 26

All agreements restricting marriage, except for those involving minors, are null and invalid, as per Section 26 of the Indian Contract Act. The first people to delegitimise contracts that restricted marriage were the Romans. Since marriage is a sacrament and nothing, not even contracts, should interfere with the institution of marriage, agreements that restrict marriage are invalid. This clause intends to protect each person's unique freedom to marry the person of their choosing. It is essential to remember that the provision states that agreements prohibiting a minor from marrying are valid.

Examples: An individual in exchange for some thought, Aman consents to Johny that he will not wed a certain individual, Mark. This agreement is null and invalid since it restricts marriage.

Related Case Laws

Shrawan Kumar v. Nirmala

The petitioner in the recent case of Shrawan Kumar v. Nirmala filed a complaint in the Allahabad High Court, requesting an injunction against the defendant's marriage to another individual. The plaintiff argued that an injunction should be placed against the defendant's marriage to the other individual since she had agreed to marry him. Section 26 of the Indian Contract Act, 1872 was cited by Pankaj Mithal, J. in his decision to reject the plea.

Lowe v. Peers

In terms of marriage restriction, the Lowe v. Peers decision established a precedent. In this instance, the defendant said that within three months after being married, he would give the plaintiff a thousand pounds if he married someone else. Such an agreement was ruled to be null and invalid.

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Agreements in Restraint of Trade - Section 27

Section 27 of the Act declares unlawful any agreement that restricts commerce. In other words, any contract that prevents someone from beginning or pursuing their trade or career in exchange for payment is null and void. Thus, any arrangement with another party that prevents a person from dealing in a way that he or she chooses, provided that the other party stands to gain from the other party's cessation of commerce or profession, would be classified as a restraint of trade agreement. With two exceptions that we shall cover later, all agreements on trade restrictions are null and invalid. The Sale of Goodwill and Partnership Act contain two exclusions.

Example: Anjali owns a book and office supply store in a Bareilly neighbourhood. Supriya intends to launch a comparable commodities company in the same neighbourhood. Fearing competition in the market, Anjali makes a deal with Supriya to keep her company out of the region for 15 years in exchange for a monthly payment that will be made in full. Anjali later defaults on the agreed-upon amount. Supriya attempts to take the issue to court. Supriya has no case because the agreement is null and invalid.

Related Case Laws

Madhub Chander v. Raj Coomar

In Madhub Chander v. Raj Coomar, the plaintiff agreed to close his store in a specific area in exchange for the defendant offering to pay the plaintiff a specific sum of money. However, the defendant refused to pay the plaintiff when he closed his store. Even though the agreement only applied to a certain area and imposed partial constraint, the court determined that the defendant owed the plaintiff no money since it was unlawful due to restraint of commerce.

A Few Exemptions from Trade Restriction

There is just one exemption listed in Section 27 of the Act, and that is the Sale of Goodwill. The Partnership Act is another example of an exception. These are explained below:

Sale of Goodwill

An intangible asset of a company is goodwill; it is present but not tangible or substantial. It refers to the company's standing or reputation in society. Goodwill stems from a variety of sources, including customer advantage, staff morale, reputation, and brand value. It is a valuable asset since, due to the company's brand and reputation, customers are inclined to do business with the same reputable company that they did business with previously. This is the reason a company's goodwill is valuable.

Conditions that make restraint of trade valid

A trade restriction during a sale of goodwill is only legal under the following circumstances:

The seller may only be prohibited from operating a comparable business.
The limitation is only applicable to certain municipal boundaries.
The constraints or limitations have to seem sensible.

Related Case Laws

Chandra v. Parsullah

In this case, the plaintiff owned a fleet of buses that were used to travel between Mahabaleshwar and Pune. Additionally, the defendant operated a comparable firm nearby. To prevent competition, the plaintiff acquired the defendant's company along with goodwill, and the contract required him to promise not to launch a rival company in the neighbourhood for three years. The defendant launched his business in defiance of the law. The agreement was deemed legitimate by the court since it was covered by S. 27's exemption.

Partnership Act

The Partnership Act of 1932 provides another exception to the statute of limitations for agreements in restriction of commerce. Three exclusions are outlined in the Act. These are the following:

Section 11: This stipulates that until the firm continues, none of the partners shall do any business.
Section 36: This gives the surviving partners, subject to certain limitations, the ability to stop the departing partner from starting a business that is comparable to theirs in the same community.
Section 54: This forbids any of the partners from pursuing a comparable line of business following the firm's dissolution.

Related Case Laws

Firm Daulat Ram vs. Firm Dharm Chand

In this instance, two comparable business owners decided to form a partnership and decided that they would split the profits and only operate one of their factories at a time. The validity of this constraint was upheld.

Agreements in Restraint of Legal Proceedings - Section 28

Any agreement between the two that prevents one or both of them from suing the other if the other party breaches the terms of the agreement is null and invalid. According to Section 28 of the Indian Contract Act, an agreement that limits the amount of time that a party who has been wronged can take legal action against a competent court or tribunal for a violation of a contract is null and invalid. It goes on to state that any agreement that absolves any party of their obligations or releases any party from liabilities is null and invalid.

As stated in the Act, Section 28 has two exceptions. Agreements to stop legal action are enforceable if and only if:

Arbitration is used to resolve disputes, both past and future. That is if the aforementioned agreement has an arbitration clause.
Agreements that specify the time restriction by the 1963 Limitation Act. For example, a lawsuit for breach of contract may be filed within three years after the date of the violation, according to the Limitation Act, of 1963.

Related Case Laws

Food Corporation of India v. New India Assurance Co. Ltd.

The Supreme Court ruled in this case that an agreement's provisions should not be interpreted in a way that prevents the other party from pursuing the suit's remedies.

Conclusion

Certain agreements violate public policy and interest, making them unenforceable in court. These kinds of agreements are still permissible and cannot be enforced in court, but they are not unlawful. That is to say, if any party to the agreement neglects to carry out his or her obligations under it, the injured party will not be able to take the matter before a court or other appropriate body to have his or her rights upheld. Examples of these agreements include those about marriage, trade restrictions, and judicial processes.

Frequently Asked Questions (FAQs)

1. What does the Contract Act's Section 26 mean?

Section 26: Any arrangement that prohibits someone, other than a juvenile, from getting married is null and invalid.

2. What does Section 23 mean by an invalid agreement?

The Court believes it to be against public policy or immoral. The consideration or goal of an agreement is deemed illegal in each of these situations. Any agreement that has an illegal purpose or consideration is null and invalid.

3. What agreements are specifically deemed void?

Any agreement that prohibits someone from engaging in any type of business activity, practising law, engaging in commerce, or operating a business of any sort is invalid. An individual's constitutional rights are violated by such an arrangement.

4. Is the void contract still in effect?

Void contracts, often known as "void agreements," are prohibited by law, unfairness, or public policy in certain situations. An invalid contract lacks one or more of these components, or is defective in some other manner, rendering it unenforceable, whereas a valid contract satisfies all legal requirements.

5. Which agreements are null and void?

A contract that forbids someone from marrying another person or from engaging in a certain trade, company, or occupation is null and invalid. Any contract that calls for doing an impractical thing is null and invalid.

6. What are some common examples of expressly void agreements in criminal law?

Common examples include agreements to commit a crime, contracts for illegal activities, agreements that are against public policy, and contracts that violate statutory provisions.

7. Are all illegal agreements expressly void?

While all expressly void agreements are illegal, not all illegal agreements are expressly void. Some illegal agreements may be voidable or have partial validity depending on the specific circumstances and legal provisions.

8. Can parties to an expressly void agreement be held criminally liable?

Yes, parties to an expressly void agreement can be held criminally liable if the agreement involves illegal activities or the intention to commit a crime.

9. What is an expressly void agreement in criminal law?

An expressly void agreement in criminal law is a contract or arrangement that is explicitly declared invalid by law from the beginning. These agreements have no legal effect and cannot be enforced in court, regardless of the parties' intentions.

10. What happens if parties attempt to enforce an expressly void agreement?

Courts will not enforce expressly void agreements. If parties attempt to enforce such an agreement, the court will dismiss the case and may impose penalties for engaging in illegal activities.

11. What is the difference between an expressly void agreement and a contract declared void by a court?

An expressly void agreement is automatically invalid due to statutory provisions, while a contract declared void by a court becomes invalid after judicial review and decision.

12. How do expressly void agreements impact third parties who may have relied on them?

Third parties who relied on expressly void agreements generally cannot claim legal protection or enforcement. However, they may have recourse against the parties to the void agreement in certain circumstances.

13. Can parties to an expressly void agreement seek restitution?

Generally, parties to an expressly void agreement cannot seek restitution, as courts typically refuse to assist parties involved in illegal activities. However, exceptions may exist to prevent unjust enrichment in certain cases.

14. Can an expressly void agreement be used as a defense in a criminal case?

While an expressly void agreement cannot be enforced, it may be used as part of a defense strategy in a criminal case, particularly if it demonstrates lack of criminal intent or coercion.

15. How do expressly void agreements differ in civil law and common law systems?

While both systems recognize expressly void agreements, civil law systems typically rely more on codified laws to define void agreements, while common law systems may also consider case law and judicial interpretation.

16. Can an expressly void agreement be partially enforced?

No, an expressly void agreement cannot be partially enforced. The entire agreement is considered invalid and unenforceable, regardless of whether some parts of it may seem legal or harmless.

17. Can an expressly void agreement ever become valid?

No, an expressly void agreement cannot become valid. It is considered null and void from its inception and cannot be ratified or made enforceable through any means.

18. How does an expressly void agreement differ from a voidable agreement?

An expressly void agreement is invalid from the start and cannot be enforced under any circumstances. A voidable agreement, on the other hand, is initially valid but can be cancelled by one or more parties under certain conditions.

19. What is the purpose of declaring certain agreements expressly void?

The purpose is to discourage illegal activities, protect public interests, and maintain the integrity of the legal system by preventing the enforcement of agreements that go against established laws and societal norms.

20. How does the concept of expressly void agreements relate to contract law?

While expressly void agreements are primarily a concept in criminal law, they also intersect with contract law. In contract law, these agreements are considered unenforceable due to their illegal nature or violation of public policy.

21. How does the concept of expressly void agreements protect vulnerable parties?

Expressly void agreements protect vulnerable parties by preventing the enforcement of contracts that may exploit or harm them, such as agreements involving minors in illegal activities or contracts that violate labor laws.

22. What are the consequences for a lawyer who knowingly drafts an expressly void agreement?

A lawyer who knowingly drafts an expressly void agreement may face professional disciplinary action, including potential disbarment, and could be held criminally liable for aiding in illegal activities.

23. What is the statute of limitations for challenging an expressly void agreement?

There is typically no statute of limitations for challenging an expressly void agreement, as these agreements are considered invalid from their inception and cannot become valid over time.

24. How does the principle of "ex turpi causa non oritur actio" relate to expressly void agreements?

This principle, meaning "from a dishonorable cause an action does not arise," is closely related to expressly void agreements. It prevents parties from seeking legal remedies based on their own illegal or immoral acts.

25. Can an expressly void agreement be ratified by subsequent legal changes?

No, an expressly void agreement cannot be ratified by subsequent legal changes. Even if the law changes to make the subject matter of the agreement legal, the original agreement remains void.

26. How does the doctrine of severability apply to expressly void agreements?

The doctrine of severability, which allows courts to enforce valid parts of a contract while invalidating others, does not apply to expressly void agreements. These agreements are entirely unenforceable.

27. What is the difference between an expressly void agreement and an impliedly void agreement?

An expressly void agreement is explicitly declared invalid by law, while an impliedly void agreement is not directly stated as void but is considered invalid based on legal principles or interpretation of statutes.

28. How do courts determine if an agreement is expressly void?

Courts determine if an agreement is expressly void by examining relevant statutes, legal precedents, and public policy considerations. If the agreement clearly violates established laws or principles, it will be deemed expressly void.

29. What is the role of public policy in determining expressly void agreements?

Public policy plays a crucial role in determining expressly void agreements. Agreements that are contrary to public interest, morality, or established societal norms may be declared void to protect the greater good.

30. Can parties claim ignorance of the law to validate an expressly void agreement?

No, ignorance of the law is not a valid defense for entering into an expressly void agreement. The legal principle "ignorantia juris non excusat" (ignorance of the law excuses no one) applies in such cases.

31. Can an expressly void agreement be used as evidence in a criminal case?

Yes, an expressly void agreement can be used as evidence in a criminal case, particularly to demonstrate criminal intent or conspiracy. However, the agreement itself cannot be enforced.

32. How does the concept of expressly void agreements relate to international criminal law?

In international criminal law, expressly void agreements often pertain to treaties or contracts that violate jus cogens norms (fundamental principles of international law), such as agreements supporting war crimes or crimes against humanity.

33. What is the relationship between expressly void agreements and the doctrine of clean hands?

The doctrine of clean hands, which states that a party seeking equitable relief must have acted ethically, aligns with the concept of expressly void agreements. Parties to such agreements are often considered to have "unclean hands" and may be denied legal remedies.

34. Can an expressly void agreement be used to trap or entrap someone into committing a crime?

While an expressly void agreement cannot be legally enforced, it could potentially be used in entrapment scenarios. However, entrapment as a defense would focus on law enforcement conduct rather than the agreement itself.

35. How does the concept of expressly void agreements relate to plea bargains in criminal cases?

Plea bargains, unlike expressly void agreements, are generally considered valid and enforceable. However, a plea bargain could be deemed void if it violates fundamental legal principles or involves illegal activities beyond the scope of prosecutorial discretion.

36. What role do expressly void agreements play in anti-corruption laws?

Expressly void agreements are crucial in anti-corruption laws, as they render contracts or arrangements involving bribery, kickbacks, or other corrupt practices automatically invalid and unenforceable.

37. How do expressly void agreements interact with the principle of good faith in contract law?

Expressly void agreements are inherently contrary to the principle of good faith in contract law. Even if parties enter into such agreements in good faith, the agreements remain unenforceable due to their illegal nature.

38. Can an expressly void agreement be used as a mitigating factor in sentencing for a criminal offense?

While an expressly void agreement itself doesn't mitigate a criminal offense, the circumstances surrounding it (such as coercion or lack of criminal intent) might be considered as mitigating factors during sentencing.

39. How do expressly void agreements relate to the concept of "fruit of the poisonous tree" in criminal law?

While not directly related, both concepts deal with illegality. The "fruit of the poisonous tree" doctrine excludes evidence obtained illegally, while expressly void agreements are contracts deemed illegal and unenforceable from the start.

40. What is the impact of expressly void agreements on subsequent related transactions?

Subsequent transactions based on or arising from an expressly void agreement are generally also considered void or voidable, as they stem from an invalid source.

41. How do expressly void agreements interact with the principle of estoppel in legal proceedings?

The principle of estoppel, which prevents a party from asserting something contrary to what is implied by their previous actions or statements, generally doesn't apply to expressly void agreements, as these are considered invalid from the outset.

42. Can an expressly void agreement be used to demonstrate a pattern of criminal behavior?

Yes, expressly void agreements can be used as evidence to demonstrate a pattern of criminal behavior, especially in cases involving organized crime, fraud, or ongoing criminal enterprises.

43. How do expressly void agreements relate to the concept of ultra vires acts in corporate law?

While both involve actions beyond legal authority, ultra vires acts refer to corporate actions beyond the scope of their charter, while expressly void agreements are inherently illegal regardless of the parties involved.

44. What is the relationship between expressly void agreements and the doctrine of unconscionability?

While both concepts can render a contract unenforceable, expressly void agreements are automatically invalid due to illegality, whereas unconscionable contracts may be voidable due to unfair terms or processes.

45. How do expressly void agreements impact the principle of freedom of contract?

Expressly void agreements represent a limitation on the freedom of contract, as they prohibit parties from entering into certain types of agreements deemed contrary to law or public policy.

46. Can an expressly void agreement be used as a defense against charges of attempt or conspiracy?

While an expressly void agreement itself is not a defense, it could potentially be used to argue lack of genuine intent or agreement in attempt or conspiracy charges, depending on the specific circumstances.

47. How do expressly void agreements relate to the concept of malum in se and malum prohibitum crimes?

Expressly void agreements can relate to both types of crimes. Agreements involving malum in se crimes (inherently wrong acts) are typically void, while those involving malum prohibitum crimes (acts wrong because they are prohibited) may be void depending on statutory provisions.

48. What is the impact of expressly void agreements on the principle of pacta sunt servanda in international law?

Expressly void agreements represent an exception to the principle of pacta sunt servanda (agreements must be kept), as they are considered invalid and unenforceable despite any promises made between parties.

49. How do expressly void agreements interact with the concept of mens rea in criminal law?

While expressly void agreements themselves don't determine mens rea (guilty mind), entering into such agreements knowingly can be evidence of criminal intent in related offenses.

50. Can an expressly void agreement be used to challenge the constitutionality of a law?

While an expressly void agreement itself cannot be enforced, it could potentially be used as part of a broader challenge to the constitutionality of the law that renders it void, particularly if the law is argued to be overly broad or vague.

51. How do expressly void agreements relate to the concept of in pari delicto in legal disputes?

The principle of in pari delicto (in equal fault) often applies to parties in expressly void agreements, as it denies relief to parties equally at fault in illegal activities, reinforcing the unenforceability of such agreements.

52. What is the relationship between expressly void agreements and the doctrine of laches in legal proceedings?

The doctrine of laches, which bars legal claims after unreasonable delay, generally doesn't apply to expressly void agreements, as these are considered invalid from the start and cannot become valid through the passage of time.

53. How do expressly void agreements impact the principle of unjust enrichment in contract law?

While courts generally refuse to enforce expressly void agreements, they may in rare cases allow claims of unjust enrichment to prevent one party from unfairly benefiting at the expense of another, even in the context of an illegal agreement.

54. Can an expressly void agreement be used as evidence in civil proceedings related to the criminal activity?

Yes, an expressly void agreement can be used as evidence in related civil proceedings, such as in cases of fraud or civil asset forfeiture, to demonstrate the nature and extent of the illegal activities involved.

55. How do expressly void agreements relate to the concept of novation in contract law?

Novation, which involves substituting a new contract for an old one, cannot be applied to expressly void agreements. As these agreements are invalid from the start, they cannot be the basis for a valid novation.