Parties are bound by the contract they voluntarily entered into and cannot act outside the terms and conditions contained in the contract and neither of the parties to a contract can alter or read into a written agreement a term which is not embodied in it. A court must treat as sacrosanct the terms of an agreement freely entered into by the parties as parties to a contract enjoy their freedom to contract on their own terms so long as same is lawful. The terms of a contract between parties are clothed with some degree of sanctity and if any question should arise with regard to the contract, the terms in any document which constitute the contract are the invariable guide to its intrepretation. A.I.B. Ltd v. I.D.S Ltd (2012) 17 NWLR (Pt.1328) 1; Lagos State Govt. v. Toluwase (2013) 1 NWLR (Pt.1336) 555 Omega Bank (Nig) Plc v O.B.C ltd (2005) 8NWLR (Pt. 928) 547; BFI Group Corp v. B.P.E (2012) 18 NWLR (Pt.1332) 209 Dapsan v. Mangu LGC (2013) 2NWLR (Pt.1338) 203

By the general rules of the common law...it is competent to the parties at any time before breach of it, by a new contract not in writing, either altogether to waive, dissolve, or annul the former agreements, or in any manner add to, substract from or vary or qualify the terms of it and thus make a contract..."

A Novation is a transaction whereby a new contract or new parties to a contract by consent of both paties express or implied is deemed to have been substituted for or with the one originally made, or a material part thereof is added to or materoally amended

Facts have no views. A judgment should always be read in the light of the facts on which the case was decided. The rules of stare decisis do not allow courts to apply the ratio of a case across the board and with little regard to the facts of the case before them. This is because decisions of courts draw their inspiration and strength from the facts which framed the issues for decision and once such decisions are made they control future judgment in like or similar cases, hence the facts of two cases must either be the same or at least similar before a decision in the earlier case can be used in the later case. Emeka v. Okadigbo (2012)18 NWLR (Pt.1331) 55; Fawehinmi v. NBA (No.2)(1989) 2 NWLR (Pt.105) 558

Principles guiding the grant or refusal of amendments

On Principles guiding the grant or refusal of  amendments Ndefo v Obiese (2000) 15 NWLR (Pt.692) 820 An amendment of the pleadings for the purpose of determining the real questions in controversy between the parties will be allowed at any stage of the proceedings unless such amendment will entail injustice or surprise or embarrassment to other party or where the applicant is acting mala fide or by his blunder the applicant has done some injury to the respondent which cannot be compensated by costs or otherwise Ehidimhen v Musa  (2000) 8NWLR (Pt.699)540 SC The court will always look at the materiality of a proposed amendment before making an order. Thus, where an amendment will allow the pleadings to be in line with evidence and findings made by the trial Judge the same will be allowed An amendment of pleadings should be allowed UNLESS (a) it will entail injustice to the respondent; or (b) the applicant is acting mala fide; or (c) by his blunder, the applicant has done some injury to the respondent which cannot be compensated for by costs or otherwise See also Ojah v Ogboni (1976) 4 SC 69 An amendment that is designed to create a suit that was not in existence is not permissible. See St Mathew-Daniel v Bamgbose 19 NLR 73 FBN plc v Tsokwa. (2000) 13 NWLR (Pt.685) 521 (CA) On when court will refuse to grant application for amendment where: *The amendment will cause injustice to a party to the proceedings. *The amendment will surprise or cause embarrasment to the other party *The applicant is acting mala fide in bringing the application for amendment *The applicant by blunder has donr some injury to the respondent which cannot be compensated by costs or otherwise *The amendment has the effect of changing the action into one of a substantially different character *The amendment will not cure the defect in the proceedings *The amendment is inconsistent and useless *The amendment is not material *The amendment is capable of causing undue delay to the case See also the case of FBN v May Med Clinics and Diagnostic Centre Lttd (1996) 9 NWLR (Pt.471) 195 LIST OF CASES Ehidimhen v. Musa (2000) 8NWLR (Pt.699)540 SC FBN Plc v Tsokwa (2000) 13 NWLR (Pt.685) 521 CA Ndefo v Obiese (2000) 15 NWLR (Pt.692) 820 CA