Tag Archives: extrinsic evidence

Chancery Addresses When Extrinsic Evidence Allowed

A recent Court of Chancery decision explains when an agreement will be deemed ambiguous such that extrinsic evidence will be allowed, and related contract interpretation principles. Key Issue Addressed: The court, in Zayo Group, LLC v. Latisys Holdings, LLC, C.A. No. 12874-VCS (Del. Ch. Nov. 26, 2018), described the “real controversy” in the matter as … Continue Reading

Contract Interpretation Principles under PA Law

For those interested in contract interpretation principles under PA law, and in particular when extrinsic evidence will be allowed, such as course of performance and usage of the trade, the recent opinion by the U.S. District Court for the Eastern District of Pennsylvania, in Artesian Water Company v. Chester Water Authority, may be instructive. We represent … Continue Reading

Chancery Considers Extrinsic Evidence in Granting Motion for Summary Judgment

GRT, Inc. v. Marathon GTF Technology, Ltd., C.A. No. 5571-CS (Del. Ch. June 21, 2012). This relatively short decision offers important statements of Delaware law on contract interpretation and summary judgment standards. In addition to nuanced aspects of Court of Chancery Rule 56, it will be useful for the practitioner to be aware that even … Continue Reading

Chancery Court Grants Motion to Enforce Settlement

Fox v. Paine, (Del. Ch., Jan. 22, 2009), read opinion here. This Chancery Court opinion involves the breakup of the wealth management partnerships between Saul Fox and Dexter Paine. On the even of trial, the parties entered into a settlement agreement in the form of a "memorandum of understanding" (MOU). Although everyone agreed that the MOU was binding, it … Continue Reading