Court Dismisses $19.6 Million Suit Against NNPC

The Federal Capital Territory (FCT) High Court has dismissed a $19.6 million suit filed against the Nigerian National Petroleum Company Limited (NNPCL) by Alternate Dimensions Ventures Ltd over alleged professional fees arising from a Direct Sale, Direct Purchase contract.

Justice Hamza Mu’azu of the FCT High Court held that Alternate Dimensions Ventures Ltd failed to establish that the scope of the contract was expanded beyond the terms contained in the written agreement between the parties.

According to Punch, Alternate Dimensions Ventures Ltd, through its counsel Patrick Peter, claimed that the contract was orally modified and that the company was therefore entitled to $19.6 million for services allegedly rendered under the revised arrangement.

NNPCL’s legal counsel, Ituah Imhanze of KENNA LP, urged the court to dismiss the suit, insisting that parties are strictly bound by the express terms of their written agreement except where amendments are formally documented.

The counsel argued that “without any written amendment or variation to the contract, the claimant’s case is legally unsustainable”.

The judge agreed with the defence and reaffirmed the principle that a written contract cannot be expanded through oral agreements, assumptions, or conduct not expressly captured in the contractual documents.

“The contract between the parties is clear and unambiguous. No credible evidence was placed before the court to establish any expansion of the contractual scope as alleged by the claimant,” the judge said.

Justice Mu’azu also found that NNPCL complied with its obligations under the agreement and committed no breach capable of giving rise to the claim for additional professional fees, and subsequently dismissed the suit for lack of merit.

The judge held that any alteration to a written agreement must be “express, unequivocal, and properly documented,” noting that courts cannot import terms not agreed upon by the parties.

The ruling also shields NNPCL from the $19.6 million liability claim and may serve as a precedent in similar contractual disputes involving alleged oral variations of written agreements.