Contract interpretation.

Practice point: The fundamental rule of contract interpretation is that agreements are construed in accord with the parties' intent, and the best evidence of their intention is what they say in their writing.

Student note: Thus, a written agreement that is clear and unambiguous on its face must be enforced according to the plain meaning of its terms, and extrinsic evidence of the parties' intent may be considered only if the agreement is ambiguous.

Case: Banco Espírito Santo, S.A. v. Concessionária Do Rodoanel Oeste S.A., NY 06186 (1st Dept. 2012.

Here is the decision. 

Tomorrow’s issue: A referee’s powers and compensation.