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JUDGMENT 1. This judgment was initially scheduled to be delivered on 6/2/2020. However, court did not sit on that date due to unforeseen circumstances. Thus, why this judgment is being delivered today. 2. The claimant approached this Court via a general form of complaint dated and filed 09/11/2017. The complaint was accompanied with Statement of facts, witness statement on oath, list of witnesses, list of documents and photocopies of documents to be relied on at trial. The claimant vide this action prays for the following reliefs;- I. DECLARATION that by virtue of Clause 1 of the contract of Employment binding the parties, the claimant is entitled to receive as his monthly salary the sum of $6,000 (Six Thousand United States of American Dollars only). II. DECLARATION that by virtue of Clause 1C of the contract of Employment, the Claimant is entitled to receive in addition to his monthly salary, the sum of N250,000.00 (Two Hundred and Fifty Thousand Naira only) as monthly allowance. III. The sum of $12,000.00 (Twelve Thousand Dollars) equivalent of N4, 440,000.00 (Four Million Four Hundred and Forty Thousand Naira only) at three hundred and seventy (N370,000.00 to $1), being the monthly salary due to the Plaintiff for the months of March and April 2017. IV. The sum of $6,000.00 (Six Thousand Dollars) equivalent of N2, 220,000.00 (Two Million Two Hundred and Twenty Thousand Naira only) at three hundred and seventy (N370,000.00 to $1), being the monthly salary due to the Plaintiff for the month of May 2017. V. The sum of N250,000 (Two Hundred and Fifty Thousand Naira only) being allowance for the Month of April 2017. VI. The sum of N250, 000 (Two Hundred and Fifty Thousand Naira only) being allowance for the Month of May 2017. VII. The sum of N750, 000 (Seven Hundred and Fifty Thousand Naira only) being the cost of this suit. VIII. 10% (Ten per cent) interest on the Judgment sum monthly till the whole deb is fully paid. 3. The Defendants with the leave of court granted on 29/1/2018 entered a joint conditional appearance dated and filed on the 6/12/2017 which was accompanied by a written statement on Oath, list of witnesses, list of documents, photocopies of document to be relied on at the trial. 4. CASE OF THE CLAIMANT 5. The Claimant opened his case on 24/09/2018 wherein he testified as CW1. In the course of giving his evidence in chief, 6 documents were sought to be tendered in evidence, two out of the six documents tendered were rejected. While four of the documents were admitted in evidence and marked as exhibits CA1-5 being contract between the claimant and the 1st defendant, CF re-expatriate contract, CG1-2 letter on letter head of Ikpeazu Chambers titled Re: Engr. Felix Shmuelovich dated 15/6/17, CH letter on letter head of Eta-Zuma Group West Africa titled notice of termination of appointment. The claimant also adopted his witness statement on Oath as his testimony before the Court in proof of his case. 6. From the statement of facts, witness statement on Oath and the oral testimony, the case of the Claimant was that he was employed by the Defendant company vide letter of contract of employment dated 1st February, 2017 wherein he was offered a 3 month contract as Chief Technical and Maintenance Officer in Zuma Steel West Africa Limited. CW1, testified that despite the provision of Clause 1 of exhibit CA1-5, the claimant was only paid both his monthly salary and allowance in the month of February, 2017 but at the end of March he only received the allowance for the month which was the sum of N250,000 and by April both the salary and monthly allowance were not paid to him. CW1, further testified that the Defendants let him to believe that at the expiration of the contract they were going to renew same in his favour, only to receive a signed letter dated the 19th of May, 2017 bringing the contract of employment to an abrupt end. 7. Claimant further testified that despite several correspondences to the Defendants, they have failed to pay him his entitlements and thereby leading to him suffering various hardships, such as inability to feed and pay his children’s school feeds. CW1, prays the court to grant his reliefs as stated on his complaint. 8. Under cross-examination, CW1 testified that he worked at the coal mine in Kogi and the coal mine is part of Eta Zuma Group. He further testified that the Zuma that employed him is located in Abuja and that throughout the subsistence of his employment he dealt with the Executive Chairman and that there was never an intermediary between them. He further testified that he confirmed his signature on exhibit CA1-5. Claimant further identified a signature in a document on the letter head of Eta Zuma Company West Africa Limited and on a second thought he changed his mind and denied the signature. At this juncture Defendant’s counsel sought to tender the document which the claimant initially identified his signature on but claimant’s counsel objected. The court admitted the said document into evidence and marked it as exhibit CH letter on letter head of Eta-Zuma Group West Africa titled notice of termination of appointment. CW1 further testified that he started working on the 1st of February 2017 and he travelled to Israel in March, 2017 and he was away for about 8 days and that when he resumed to work not all the equipment were working and when he went to Kogi the condition was catastrophic as all the equipment were rotten. 9. Upon re-examination CW1 testified that all the equipment were bad. 10. THE CASE OF THE DEFENDANTS 11. Mr. Innocent Ezuma the Managing Director of Zuma Steel West Africa gave his testimony for the Defendant as DW on 19TH February, 2019. DW adopted his witness statement on Oath and tendered in evidence his witness statement on oath, which was marked as exhibit AA. 12. The case of the Defendants is that the Claimant was indeed given employment with the Defendant but contrary to claimant’s claims, it is the testimony of the defendant that the claimant failed to carry out his duties to the satisfaction of the 1st and 2nd Defendants as provided for in clauses 5 and 16 of the employment contract. DW further testified that the claimant’s employment was terminated as a result of loss of confidence in the performance of claimant’s duties and in accordance with clause 10 of the employment contract; no notice was required when employment is to be terminated as a result of loss of confidence. The Defendant’s witness testified that the claimant was only entitled to travel once within a quarter, however he travelled in March even after only being employed in February of 2017. DW testified that they suffered substantial loss resulting from a breakdown of the 6 excavators which was caused by the claimant’s poor attitude to work. DW finally urged the court to dismiss the claims of the claimant as they are misconceived and lack merit and award cost in favour of the Defendants. 13. Under cross examination, DW testified that he was in court to testify in the matter between his group of companies and the Claimant. He further testified that exhibit CF is for Zuma Steel West Africa. Exhibit CH Eta Zuma Group West Africa. He stated that indeed the claimant has been queried multiple times and he was the person who queried him. He further stated that during probation stage or temporary period normally 3 months, employee can tender notice within 6 months. And that if the contract has run its course there is no need for retention. When shown exhibit AA and witness read same, he testified that it is not true that claimant has not been paid entitlement. 14. THE SUBMISSION OF THE DEFENDANTS. 15. The counsel for the Defendants, Chime Ifeanyi; Esq. filed his final written address dated 18/4/19 and filed 22/4/2019, and with the leave of the court adopted same on the 7/11/2019 as his argument in the matter. 16. In the written address a sole issue was formulated for determination by the Court, to wit: ‘’Whether from the circumstances, facts and evidence in this case, the Claimant has proved his case to be entitled to judgment of this court against the Defendant.” 17. In arguing the sole issue; counsel for the defendant raised 2 questions for consideration by the court; 1) Whether the Claimant is entitled to the declarative reliefs sought in terms of the first and second prayers on the complaint. 2) Whether the Claimant has proved by sufficient and credible evidence the indebtedness of Defendants to be entitled to the monetary claims as per reliefs (iii), (iv), (v), (ix), (x). 18. Counsel argued that the position of the law is that upon incorporation, a company becomes a body corporate i.e, it acquires a separate legal personality with autonomous identity, can sue and be sued in its own name, own and dispose of properties and enter into contracts, to support this contention counsel relied on the case of MARINA NOMINEES V F.B.I.R (1986) 2 NWLR (PT.20) 48, Counsel emphasized that the age long rule of corporate legal personality was laid down in the locus classicus case of SALOMON V SALOMON (1897) AC 22. Counsel further stated that directors of a company are distinct in law and are insulated from the liability incurred by a company by virtue of its legal personality, 19. Counsel therefore submitted that on the strength of the above authorities, the 1st defendant being an agent of the 2nd defendant is distinct from the 2nd defendant, therefore not a necessary party to the determination of this suit as he has no case to answer personally before this honourable court. 20. On whether the Claimant is entitled to the declarative reliefs sought in terms of the first and second prayers on the complaint, counsel submitted that the law is that a claimant seeking a declaratory relief from any court such as this very one, must succeed on the strength of his case. To buttress his contention counsel relied on the case of G.E. INT’L OPERATIONS (NIG) LTD V. Q-OIL & GAS SERVICES LTD (2016) 10 NWLR (PT.1520) 330. 21. Counsel submitted that a claimant seeking declaratory reliefs only succeeds on the strength of his case and this weighs heavily on the claimant in that respect. I. On whether the claimant has proved by sufficient and credible evidence the indebtedness of Defendants to be entitled to the monetary claims as per reliefs (iii), (iv), (v) and (vi). Counsel argued that where claimant has in the instant case pleaded and made claims for special damages, he must meet the following conditions; a. He must particularly plead same b. He must prove the pleaded facts c. And prove of same must be done strictly with credible and concrete evidence. 22. On March Salary, the Defendant argued that claimant was indeed paid full salaries and allowances in February, however they failed to pay the Defendant for March due to the agreement that they and claimant had made that he would not be paid for the period within which he was absent as he requested permission to travel to home to Israel for medical reasons. Defendants’ counsel argued that the claimant did not refute this fact and as such same must be regarded as truth. In support of this view counsel placed reliance on the case of DIKE & ORS V ADUBA & ANOR (2016) LPELR-41035( CA). Counsel urged the court to hold that by this admission, claimant is not entitled to March salary. 23. On April and May salaries and allowances; Counsel argued that as of 5th day of April, 2017 the claimant was no longer the staff of the Defendants capable of earning salary from the 2nd Defendant, as his contract of service was already terminated for loss of confidence in April, 2017. Counsel further argued that due to the several breaches of the terms entered into by the parties, there was in fact no need for notice of termination as the law is that agreements freely entered by parties binds them. In support of this argument counsel relied on the case of BABATUNDE & ANOR V BANK OF THE NORTH LTD & ORS (2011) LPELR-8249 (SC). 24. Counsel finally submitted that since the claimant failed to honour the terms of the employment as contained in Appendix 1 of exhibit CA1-5 which necessitated the termination of his employment thereby depriving him lawfully to the receipt of salaries and allowances in the month of April and May. Due to the claimant had failed to justify truly that the Defendant was indebted to him, counsel urged the court to dismiss the case of the Claimant. 25. THE SUBMISSION OF THE CLAIMANT 26. The counsel for the Claimant, A. A. Akhaas; Esq. filed his final written address dated 9/7/19 and filed 10/7/2019, and adopted same on the 7/11/2019 as his argument in the matter. 27. In the written address counsel for the Claimant submitted a single issue for determination, to wit: ‘’Whether the Claimant has made out a case for the grant of the relief sought in the complaint. 28. In arguing the sole issue; Whether the Claimant has made out a case for the grant of the relief sought in the complaint. Counsel argued that the Defendants breached the provision of Clause 10 of exhibit CA1-5 which provides that; “this appointment is subject to termination by 1 months’ notice or payment in lieu during the period of probation and 3 months’ notice thereafter confirmation. If your services are terminated consequent on any disciplinary action or loss of confidence, no notice will be required to terminate your appointment. 29. Counsel argued that the defendants refusal to pay the claimant’s salaries and allowances is clearly a breach of the above provision and also a breach of the claimant’s rights to fair hearing as none of the conditions for terminating an employee’s contract on disciplinary grounds was followed, as the Claimant in this case was never queried neither did DW1 bring any documentary evidence to the court show that the claimant was ever queried. 30. Counsel further argued that where the condition of service exists between an employer and employee, the provisions contained therein is binding on them. On this contention counsel seek the support of the case of EDET V CHIEF OF ARMY STAFF (1994) 2 NWLR (PT.324) 4. 31. Counsel submitted that where there is a right there is a remedy. The claimant cannot lose his entitlements because the Defendants are not satisfied with his work after he had completed the work as earlier agreed. 32. Counsel argued various posers that arose as a result of the above arguments; 33. Is there privity of contract between the Claimant and Eta Zuma West Africa Limited? 34. Counsel while relying on the case of U.B.N PLC VS SOARES (2012) 11 NWLR (PT1312) 550 submitted that there was no privity of contract between Engr. Felix the claimant and Eta Zuma West Africa Limited, therefore Eta Zuma West Africa Limited cannot terminate the contract of the claimant. 35. Does two sister companies and/or a subsidiary company have the same corporate personality? 36. Counsel submitted that Zuma Steel West Africa Limited and Eta Zuma West Africa Limited is a corporate body having its legal personality separate and different from the other. A sister company and/or subsidiary company has its own separate legal personality. 37. Is the action or act of an agent not binding on the principal? 38. Counsel submitted that the Defendants are estopped from denying that the author of exhibit CB is not their agent and were not acting on their behalf, see UTC (NIG) PLC VS PHILIPS (2012) 6 NWLR (PT.1295) P.136. 39. Counsel submitted the claimant has successfully established in prove of his case through all material facts and supporting documents, that he was offered employment by the Defendant, worked for the Defendants and was not paid due to the unjustifiable excuse that he did not work to the satisfaction of the Defendants when there is nothing in exhibit CA1-5 relied on by the Defendants empowering them to so do and the Defendants have not placed anything before this Honourable Court to justify their illegal withholding of claimants entitlements. 40. Counsel urged the Court to resolve both issues in the affirmative and grant all the reliefs of the claimant as prayed. 41. DEFENDANTS’REPLY ON POINTS OF LAW TO THE CLAIMANT’S FINAL WRITTEN ADDRESS 42. The counsel for the defendants argued that counsel for the claimant misconstrued the provision of section 11 of the Labour Act. It is contended that even, if it is to be considered that Labour Act is applicable to this contract, by virtue of section 11 (2) (a) of the Labour Act the claimant is only entitled to a one day notice before termination of the contract and by virtue of section 11 (3) of the Labour Act, a one day notice need not be in writing. 43. Counsel submitted that both parties being bound by their terms of employment in this particular case are bound to follow same. Therefore by virtue of clause 10 of the contract of employment, the claimant is entitled to a one- month notice before termination except on grounds of disciplinary action or loss of confidence. Counsel relied on exhibit CH (Termination of contract) which clearly stated the claimant’s employment was terminated based on loss of confidence. Counsel argued that the Labour Act does not apply to this claimant as the provisions of the Labour Act relates only to manual workers and labourers, but then went further to state that the law provides that terms of agreement between parties are binding on them. To support this view counsel relied on the case of BABATUNDE & ANOR V BANK OF NORTH LTD & ORS (2011) LPELR-8249 (SC) and KURE V K.S.L.C (2003) 2 NWLR (PT 807) 322. 44. Counsel submitted that contrary to the claimant’s claims that defendants have not adduced sufficient evidence to prove their case, the defendants have indeed adduced sufficient evidence in defence of its case by filing statement of defence, witness statement on oath, calling of witness and tendering of exhibits, especially when the evidence adduced was neither challenged nor controverted by the claimant. Counsel relied on the case of OKENE V ORIAMVO (1988) 9 NWLR (PT 566) 408; where the court held that an uncontroverted averment contained in a pleading is deemed to have been admitted and thus needs no further proof. 45. Counsel therefore urged the Court to dismiss the case of the Claimant with substantial cost. COURT’S DECISION 46. I have carefully and painstakingly perused the processes filed in this suit as well as the final written addresses of counsel for both sides and their oral adumbration. 47. The facts of this case are simple and straight forward, the claimant vide exhibit CWA1-5, was employed by the defendants for a period of three Months, on payment of Monthly salary in the sum of $6,000 (Six thousand United States of America Dollars). See clause 1 of exhibit CA1-5. And allowances in the sum of N250,000.00 (Two Hundred and Fifty Thousand Naira). See clause 1C of exhibit CA1-5. Vide clause 10 the claimant’s appointment can be terminated by 1 month notice or payment in lieu of notice during probation. Upon confirmation of appointment the contract of service is terminable by 3 months’ notice. However, if termination is for disciplinary action or loss of confidence, no notice will be required to terminate the contract of service. The claimant is vide clause 12 of exhibit CA1-5 be reporting directly to the chief executive officer and the primary responsibility of the claimant was contained in appendix 1 to exhibit CA1-5. Vide clause 14 of exhibit CA1-5, the claimant can be seconded to any of the companies within Eta Zuma Group. Consequently, the claimant was seconded to Eta Zuma West Africa Company for his primary responsibilities. The claimant vde exhibit CA is to also ensure all equipment of the defendants are in top gear always with 90% availability at all times. 48. The claimants instituted this action to recover unpaid salaries and allowances as a result of termination of the claimant’s employment by the defendants. The claimant’s claim before the court is for declarations that he is entitled to payment of salaries and allowances as well as payment of salaries and allowances, cost of this suit and 10% interest on judgment sum till the debt is fully paid, due to wrongful termination of his employment. 49. Before proceeding to determine the entitlement or otherwise of the claim of the claimant. It is very necessary to resolve certain preliminary issues arising from the submissions of counsel for both sides. 50. The counsel for the defendants has in his submission before the court argued that the 1st Defendant is not necessary and proper party to be sued in this case. The reason being that the 1st and 2nd defendants are not one and the same thing. They are two different legal entities. That the 1st defendant acted as mere agent of the 2nd defendant he cannot be held personally liable. Counsel urged the court to strike out the name of 1st defendant from this suit. 51. For the counsel for the claimant the 1st defendant being director and managing director of the company is in the eyes of the law the directing mind and will of the company he is the power behind 2nd defendant. Counsel argued that 2nd defendant being a legal fiction and abstraction whose directing mind is to be located in the 1st defendant. 52. The law is trite that a company upon incorporation becomes legal entity different from its shareholders and directors or employees serving the company. It is also the law that an agent of a disclosed principal cannot be sued except where the agent holds himself liable. The facts as disclosed by the pleadings clearly shows that the 1st defendant is alter ego of both the 2nd defendant and many other companies such As Eta-Zuma West Africa Ltd. The pleadings of the parties and the documentary evidence before the court clearly show that the 1st defendant played an important role in the entire transaction leading to the institution of this suit. In fact under cross-examination the claimant testified to the effect that since his engagement he had been communicating with the 1st defendant and there is no intermediary. It is also in evidence that under exhibit CWA1-5, the claimant is to be reporting to the 1st defendant. In the circumstances of this case it is clear to me that the 1st defendant in the way he conducted himself has hold himself liable in the transaction leading to the employment of the claim. Therefore, I am of the view that the 1st defendant is a proper party in this suit. I so hold. 53. The claimant in this suit is not contesting validity of termination of his employment. From the reliefs as depicted in the statement of facts all that the claimant wants is payment of salaries and allowances. For the Months of March 2017, April 2017 and May 2017. 54. The defendants on their parts are contending that the claimant is not entitled to the reliefs being sought before the court. The defendants argument is based on their claim that the claimant’s employment was terminated vide exhibit CH with effect from 6th day of April 2017. While the claimant is contending that his employment was determined by exhibit CF. 55. It is trite law that claims for salaries and allowances are claims for special damages, in which the party making the claim has a burden of proving his claim strictly by cogent, compelling and credible evidence. The law is also hombook that claim is circumscribed by reliefs claimed; and the duty of a plaintiff, therefore, is to plead only such facts and materials as are necessary to sustain the reliefs and adduce evidence to prove same. See Gabriel Ativie v. Kabelmetal (Nig.) Ltd [2008] LPELR-591(SC); [2008] 10 NWLR (Pt. 1095) 399; [2008] 5 - 6 SC (Pt. II) 47, this court has in a plethora of decisions held that an employee making a claim in an employment or labour case has the burden of proving his entitlement to the claim and the quantum of his claim in terms of how he came by the said claim. See Ineh Monday Mgbeti v. Unity Bank Plc unreported Suit No. NICN/LA/98/2014, the judgment of which was delivered on 21st February 2017, Mr Charles Ughele v. Access Bank Plc unreported Suit No. NICN/LA/287/2014 the judgment of which was delivered on 10th February 2017 and Stephen Ayaogu & 16 ors v. Mobil Producing Nigeria Unlimited & anor unreported Suit No. NICN/LA/38/2010, the judgment of which was delivered on 27th October 2017. 56. To prove an entitlement, the employee must refer the Court to the exact provisions of the law, instrument or document that conferred the entitlement. See Otunba Gabriel Oladipo Abijo v. Promasidor (Nig.) Ltd unreported Suit No. NICN/LA/602/2014 the ruling of which was delivered on 17th January 2017 and Mr Mohammed Dungus & ors v. ENL Consortium Ltd [2015] 60 NLLR (Pt. 208) 39. To prove the quantum of the sums claimed, the rule regarding proof of special damages must be adhered to. This is because, the claim for “entitlements and/or benefits”, being monetary sums, is a claim for special damages. See Kelvin Nwaigwe v. Fidelity Bank Plc unreported Suit No. NICN/LA/85/2014 the judgment of which was delivered on 24th January 2017. To succeed in a claim for special damages, it must be claimed specifically and proved strictly. The fact that it appears to be admitted does not relieve the party claiming it of the requirement of proof with compelling evidence. See NNPC v. Clifco Nig. Ltd [2011] LPELR-2022(SC), Mr Ignatius Anyanwu & ors v. Mr Aloysius Uzowuaka & Oors [2009] LPELR-515(SC); [2009] 13 NWLR (Pt. 1159) 445 SC and 7UP Bottling Company Plc v. Augustus [2012] LPELR-20873(CA). The claimant has a duty to give specific particulars of the special damages he is claiming. This is to enable the opposing party know what he is to meet in the case. See AG, Anambra State v. CN Onuselogu Enterprises Ltd [1987] LPELR-614(SC); [1987] NWLR (Pt. 66) 47; [1987] All NLR 579; [1987] 9 - 11 SC 197 and Marine Management Associates Inc. & anor v. National Maritime Authority [2012] LPELR-206(SC). 57. The claimant in an effort to prove his case averred that he was employed by the claimant as per exhibit CA1-5. By clause 1 is entitled to payment of $6,000.00 per month. And vide clause 1C the claimant is entitled to payment of N250,000.00 per month as allowance. The claimant averred that he was paid his salary and allowances for the Month of February 2017. He also averred that he was paid N250,000.00 allowance for the Months of March but was not paid salary. He is also seeking for payment of salary for the Months of April and May 2017. The claimant claim is hinged on exhibit CA1-5 and exhibit CF. 58. The defence of the defendant is to the effect that the claimant is not entitled to any reliefs because his contract of employment has been terminated vide exhibit CH with effect from 6th day of April 2017. And that the claimant travelled to Israel on health ground. While the claimant insisted that his employment was terminated vide exhibit CF and not CH. 59. In view of this contradictory assertion regarding the appropriate letter of termination, I shall endeavor to evaluate the two documents to see which of them is applicable to this contract. 60. From the evidence as can be gleaned from the pleadings of the parties and the exhibits tendered, the contract of employment between the parties in this suit is that of mere master and servant relationship. In this kind of relationship the defendant being the master of the claimant who is servant, has unfettered right to dismiss the claimant from service. In doing so the motive in exercising the right does not render the exercise of the right ineffective. The employer has in law right to determine the contract of service with or without any reason. See FAKUADE V OBAFEMI AWOLOWO UNIVERSITY TEACHING HOSPITAL 1993 6 SCNJ 35 @ 44, 1993 5 NWLR PT.291 47@ 58, UMTHMB V DAWA 2001 16 NWLE PT.739 424. 61. Exhibit CF is a letter titled RE: EXPATRIATE CONTRACT OF EMPLOYMENT, it was dated the 18/5/2017 and signed on 19/5/2017 for Dr. Innocent Ezuma, Executive Chairman of 2nd Defendant. However, the 1st Defendant and 2nd Defendant denied ever having knowledge of the issuance of this exhibit to the Claimant. I noticed from the exhibit it was addressed to one Felix. The counsel for the claimant has argued in his final written address that the letter was issued by agent of the defendants with the denial by the defendants of the issuance of this letter and the fact that the letter was address to one Felix which is not the same with the name of the claimant in this suit I am inclined to agree with the defendants that exhibit CF was not issued by the defendants or with their authority. This position is supported by the evidence of the claimant under cross examination that throughout the period of his employment he has been dealing with the 1st defendant and there was no intermediary between the 1st claimant and 1st defendant. The claimant has not also called the person that signed and delivered exhibit CF to him to testify before the court as to his authority. In the circumstance I hols that exhibit CF has no evidential value in this proceeding. Therefore, it cannot serve as letter of termination of claimant’s employment with the defendants. 62. The defendants on their part have insisted that the claimant’s employment was terminated in accordance with close 10 of exhibit CA1-5, the contract of service and it was terminated vide exhibit CH with effect from 6/4/2017. It is interesting to note that exhibit CH was tendered through the claimant during cross-examination. The claimant was confronted with exhibit CH under cross –examination he at first admitted signing the said document. But on a second thought he denied it. On 23/10/2018 this court in a ruling on the objection to the admissibility of exhibit CH found that exhibit CH was signed by the claimant. In the circumstance, I hold that the contract of employment of the claimant was determined vide exhibit CH effective 6/4/2017. My finding is notwithstanding the submission of counsel for the claimant that there is no privity of contract between the claimant and Eta Zuma Group West Africa Ltd. 63. The argument of counsel for the claimant on privity of contract seems to have overlooked the modern trend in labour and employment relationships. This court has recognized tripartite employment relationship like in the case at hand. In today world of work an employee may be recruited and posted or seconded to another party different from the party that employed the employee to work for the third party. This kind of arrangement is what is known as outsourcing which has now come to stay with us in this country. This practice has been recognized by the ILO as disguised employment. In this kind of relationship the third party under whose control the employee is working has the right to discipline the employee. However this must be in line with the terms and conditions of the contract of service. This court per B. B. Kanyip, J (as he then was now President of the Court) in suit No. NICN/ABJ/130/2013, Between Diamond Bank Plc V the case of Diamond Bank Plc V National Union of Banks Insurance Financial Employees (NUBIFIE) (unreported) Judgment of which was delivered on 6th day of February 2019, has this to say on tripartite relationship or outsourcing:- ‘’The world of work, in throwing up new forms of work, has brought out new challenges into the traditional concepts of ‘employer’, ‘employee’ and even the ‘employment relationship’ that the law is still grappling with. Questions, as presently is the case, have arisen as to who should be considered an employer and what responsibilities should be borne by the user of labour. The traditional view assumes a relationship between an employee and a single employer. This unitary conception of the employer is, however, losing ground. In appropriate cases, for instance, the courts have upheld the fact of co-employer status between two employers in relation to an employee as was the case in Onumalobi v. NNPC and Warri Refining and Petrochemical Company [2004] 1 NLLR (Pt. 2) 304. And in PENGASSAN v. Mobil Producing Nigeria Unlimited [2013] 32 NLLR (Pt. 92) 243 NIC the NICN acknowledged the reality of triangular employment relationships.’’ 64. From the evidence before the court as contained in clause 14 of the contract of service Exhibit CA1-5, it is manifestly clear that the parties have envisaged this kind of tripartite arrangement in the relationship created by exhibit CA1-5. The provisions of clause 14 of exhibit CA-1-5, was given effect to with the secondment of the Claimant from the inception of the contract to Eta-Zuma West Africa Ltd to which the claimant agreed without protest. The claimant under cross –examination confirmed this position where he stated that since his employment by the 2nd defendant he had been working with Eta-Zuma Group West Africa Ltd in Kogi State. It is my view with the secondment of the claimant to work at Eta-Zuma Group West Africa Ltd, Eta-Zuma has become co-employer of the claimant and can exercise disciplinary action against the claimant as co-employer of the claimant. 65. Furthermore, it is pertinent to note that exhibit CH was signed by the 1st Defendant and the claimant has in his evidence stated that since his employment he has been dealing with 1st defendant directly without any intermediary. This has gone to show that Eta-Zuma West Africa Ltd can take disciplinary action against the claimant. The contention of counsel for the claimant on prvity of contract is hereby rejected for not having any basis. It is my view that Eta-Zuma West Africa Ltd is co-employer of the claimant. This kind of relationship has created a triangular employment relationship between the claimant, 2nd defendant and Eta-Zuma West Africa Ltd. This equally amounts to what the International Labour Organization (ILO) calls a disguised employment relationship. In cases of triangular or disguised employment relationships, the ILO enjoins on courts the principle of primacy of facts i.e. to emphasize substance over form. 66. The finding above is based on the facts as disclosed in the case, which when situated in the proper context will show that the parties intended to create the relationship. The position above is also supported by the fact that in employment relationship terms are implied by law and the court even where the terms are written. See Afrab Chem Ltd v. Pharmacist Owoduenyi [2014] LPELR-23613(CA): where Amina Audi Wambai, JCA (delivering the leading judgment) has this to say:- ‘’In an employer-employee or master-servant relationship, in addition to or to the exclusion of the express terms of the contract, the law imposes certain implied terms into the contract. These implied terms may either be founded on statute, by custom, by practice, public policy or such terms as to ensure that the master does not subjudge the servant to a condition of servitude or slavery or like terms. While the court should not concern itself with the reasonableness or otherwise of the contractual terms between the contracting parties, the law would not allow the imposition of servile conditions on an employee. Any such contract which tends to impose servile obligations upon any person would not be enforceable, see Davies v. Davies (1887) 36 Q - D 359. Where a term is permitted to be implied into a contract, the implied term has the same binding effect on the parties. 67. Having held that the relationship in this case is that triangular, Eta Zuma West Africa Ltd can terminate or discipline the claimant in this case. 68. I now turn to validity of termination of claimant’s employment. The law I well settled that in an employment of master and servant relationship, the master or employer has unfettered right to dispense with the services of his employee at any time for any reason or for no reason whatsoever. 69. It is evident from exhibit CA1-5, that clause 10 of the contract of service which is the bed rock of the relationship between the parties has made provisions for determination of the contract of service in this case. It is to be remembered that the employment of the claimant under consideration is one without statutory flavour, it is the terms and conditions of service that the court is bound to consider in determining the rights of the parties. See AJI V CHAD BASIN DEV AUTHORITY & ANOR 2015 3-4 SC PT.II 1 @ 29. 70. The law is well settled that in a contract not protected by statute, the employer can dispense with the services of this employee with or without any reason or no reason at all. In DAODU V UBA PLC court agreed employer can bring to an end the appointment of his employer to an end for any reason or for no reason at all, so long as he acts within the terms of the employment, his motive is irrelevant. See OLANIYAN V UNILAG SUPRA, NIGERIAN OIL MILLS LTD V DAURA 1996 8 NWLR PT.468 601, ISUEVWORE V NEPA 2002 7 SC PT II 125, 2002 13 NWLR PT.784 417, 2002 7 SCNJ 323, ZIDEEH V RIVERS STATE CIVIL SERVCE COMMISSION 2007 1-2. 71. However, the right of employer to dismiss his employer is subject to following due process. If an employer has adduced reasons for dismissal, the employer is duty bound to justify and prove the reasons for the dismissal. See KUNLE OSISANYA V AFRIBANK NIG. PLC 2-007 ALL FWLR PT.360 1480, SPDC V OLARENWAJU 2009 LPELR-046SC AND ANGEL SHIPPING DYING LTD V AJAH 2000 13 NWLR PT. 685 551. IN WEJIN V ASHAKA CEMENT CO LTD 1991 8 NWLR PT.211 608 court of appeal held that power to be absolute one in that where a contract has been properly terminated, intention and motive become both irrelevant. 72. In the instant case exhibit CH CLB is the letter of dismissal. For proper appreciation it reads:- ETA-ZUMA GROUP WEST AFTRICA LTD Dear Mr. Felix Smuelovich, NOTICE OF TERMINATION OF APPOIBTMENT This is to inform you that the management of Etazuma group after careful examination and evaluation of your work as the chief technical maintenance officer –found you wanting in delivery of the expected services in effect, we are seriously in doubt of your management capacity to drive your team and maintain an optional performance of our equipment. Recall that when you resume duty, four (4) out of Six (6) of our excavators were working efficiently, but as at date and time of this memo only one of the excavators is working partially. This we cannot accept. Kindly hand over your assigned responsibilities and all asset of the Company with you to Human Capital Development. Thank You. Innocent Ezuma, Executive Chairman. 73. The above content of exhibit CH clearly stated the reasons why the claimant’s employment was terminated. As pointed earlier, an employer is not under any obligation to give reason for terminating employment of his employee, but where reason was given it becomes obligatory on the defendant to justify the reasons given. 74. There is no doubt that the defendants have vide exhibit CH stated that the reason for termination of the claimant’s employment was his inability to live up to his duties as chief maintenance officer. As the defendants out of six excavators as from the date of resumption of duty of the claimant in February 2017 to March 2017 only one out of the four working excavators is working partially. See paragraphs 7, 8, 910, 11, 12, and 13 of the joint statement of defence. 75. It is pertinent to note that the claimant never file reply to counter or contradict the joint statement of defence more particularly to fault the defence put forward by the defendants. The law is well settled that the absence of reply to the statement of defence, the inference to be drawn is that the claimant has admitted the truth of the defence of the defendants. See DR. RASAKI OSHODI V YISA OSENI EYIFUNMI & ANOR. 2000 13 NWLR PT.298 326, In the case at hand the claimant has not filed any reply to negate the defence of the defendants in the circumstances the claimant has admitted the facts as pleaded in the paragraphs of the joint statement of defence. Furthermore, under cross-examination the claimant has admitted the breakdown of the claimants equipment describing the situation as catastrophic. 76. In view of the foregoing, I am satisfied that the defendants have proved the reasons given for terminating the claimant’s employment. I hold that the termination is proper. Even where termination is held not to be proper the termination has brought to an end the relationship of the parties. 77. It is to be noted that the main plank of the claimant’s grouse is non-payment of his salaries; the issue validity of termination was brought about by the two letters of termination of employment tendered before the court. Having resolved the applicable letter which is exhibit CH, it is clear that the claimant’s employment was terminated on 6/4/17. This means that the claimant is entitled to his salary for the period he worked for the defendants only. It is in evidence that that the claimant was paid his salary and allowances for the Month of February 2017. The dispute is on salary for March 2017 and the period of 1st to 6th April 2017. 78. On claim for salary of March 2017, the defendant’s defence was that the claimant was given permission to travel to Israel for medical on health ground. Exhibit CH did not have provision for health and medical treatment for sick employees. But there is implied term for the defendant to provide medical health care to employee and an employee is entitled to payment of salary during the period of his sickness. Therefore the reason given by the defendants for not paying the claimant salary for the month of March 2017 is untenable. This position is strengthened by the fact that the claimant’s trip to Israel for medical treatment was only for Eight days, this evidence was elicited from the claimant under cross-examination. In the circumstances, it is my view that the claimant is entitled to payment of his salary for the Month of March 2017. There is evidence before the court that claimant travelled for only eight days. Since that is the case what happed to the remaining days the claimant worked for the defendants in March 2017. It is also the order of the Court that the claimant is entitled to payment of salary for the period of 1st to 6th day of April 2017, which is part of the period the claimant worked for the defendants. 79. From the evidence adduced the claimant is entitled to his reliefs to the extent provided below:- I. The claimants employment was terminated vide exhibit CH with effect from 6th day of April 2017. II. The Claimant is entitled to payment of March 2017 salary for having worked for the defendants for that month. III. The defendants are hereby ordered to pay the claimant March 2017 salary in the sum of $6,000 (Six Thousand United States Dollars) or its equivalent in naira in line with the Central Bank of Nigeria approved rate of exchange as at today. IV. The claimant is entitled to payment of the N250,000 (Two Hundred and Fifty Thousand Naira) being his allowance for the Month of March 2017. The defendants are hereby ordered to pay sae to the claimant. V. The claimant is entitled to payment of salary and allowance for the period of 1st to 6th day of April 2017. VI. The defendants are hereby ordered to pay to the claimant his salary for the period of 1st to 6th Day of April 2017, in the sum of $968 (Nine Hundred and sixty Eight United states of America dollars) or its naira equivalent in line with the Central Bank of Nigeria approved rate of exchange as at today. VII. The defendants are to pay the claimant the sum of N40,033.00 as allowance for the period 1st to 6th April 2017. VIII. The defendants are to pay cost to the claimant in the sum of N100,000.00 (One Hundred thousand Naira). IX. All monetary sums shall be paid within 30 days from today, failing which it will attract 10% interest per annum.. 80. Judgment entered accordingly. Sanusi Kado Judge. REPRESENTATION; A.A. Akhaas, Esq; for the claimant Okay Asiegbu, Esq; for the defendant appearing with Chime Ifeanyi Amos, Esq;