TSC Holds That Evidence Cannot Be Used To Contradict Written Words In Contract - Articles

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Posted by: Katharine Heriges on Jan 23, 2019
In a case closely watched by the state’s business community, the Tennessee Supreme Court has held that trial courts cannot use evidence outside of the written agreement—called “extrinsic” evidence—to interpret a contract if that evidence is used to contradict the contract’s written terms. The Supreme Court commented that Tennessee judges have long used extrinsic evidence of the circumstances when parties entered into a contract to interpret what they intended the written words to mean. However, the court said, “the written words are the lodestar of contract interpretation.” Tennessee law does not allow the use of extrinsic evidence of pre-contract negotiations to justify an interpretation of the contract that contradicts the contract’s written words. Read the unanimous opinion, authored by Justice Holly Kirby, here.