Thursday, November 17, 2016

Resolving contractual ambiguity.

Practice point:  When parties set down their agreement in a clear, complete document, it will be enforced according to its express terms. Extrinsic evidence may not be considered unless the document itself is ambiguous. Whether a writing is ambiguous is a question of law to be resolved by the courts. There is ambiguity if the document was written so imperfectly that it is susceptible to more than one reasonable interpretation. When a term or clause is ambiguous, the parties may submit extrinsic evidence as an aid in construction, and the resolution of the ambiguity is for the trier of fact.

Case:  Arnell Constr. Corp. v. New York City Sch. Constr. Auth., NY Slip Op 07282 (2d Dep't November 9, 2016)

Here is the decisiion.

Tomorrow's issue: A motion to vacate a default based on lack of personal jurisdiction.