CONTRACT LAW — Contract Terms — Binding Effect of Written Contract — Parties and Court Bound by Agreed Terms
Principle Statement
It is trite law that in matters of contract in which the terms and conditions of the contract were embodied in a written document, the parties and the court will not be allowed to read into the contract extraneous terms on which they reached no agreement. In other words, both the parties and the court are bound by the terms of the contract and the court is to interpret and enforce the terms of the contract as agreed by the parties.
Ratio Decidendi (Source)
Per Muhammad, JSC, in Kaydee Ventures Ltd. v. The Hon. Minister of Fed. Capital Territory & Ors (2010) NLC-123-264-2002(SC) at pp. 5; Para C.
"It is trite law that in matters of contract in which the terms and conditions of the contract were embodied in a written document, the parties and the court will not be allowed to read into the contract extraneous terms on which they reached no agreement. In other words, both the parties and the court are bound by the terms of the contract and the court is to interpret and enforce the terms of the contract as agreed by the parties."
Explanation / Scope
This principle establishes that parties and the court are bound by the terms of a written contract, and extraneous terms cannot be read into it. The court must interpret and enforce the terms as agreed. The principle applies where the contract is in writing. It ensures that the contract is enforced as written. The principle reflects the sanctity of contract. It prevents parties from introducing terms not agreed upon. The court must not rewrite the contract. The principle provides guidance on the interpretation of written contracts.
