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Breach of Contract: How are Contracts Interpreted in Florida?


Are you locked in a breach of contract dispute? Do you and the other party have a disagreement over the interpretation of the agreement? You may be wondering how contracts are interpreted by courts in Florida. Here, our Miami commercial litigation attorney explains the most important things you should know about contract interpretation in Florida.

Florida Courts Always Start With the Plain Wording of the Contract

As stated within the Florida Contract & Business Jury Instructions, courts—and juries—are required to interpret the meaning of a contract by looking directly at what exists in the agreement itself. In Florida, courts default to a “plain wording” rule for contract interpretation. Broadly described, this means that the words on the page are the starting point for determining what the parties actually agreed to. If the words are clear and easy to understand, then that is usually enough to decide any disagreements that come up. There is a very strong presumption that courts should stick to the words on the page and the plain meaning language to interpret contracts.

Words are Interpreted to Have Ordinary and Customary Meaning (Industry Matters) 

In Florida breach of contract cases, courts also will look to try to understand the words in a normal, usual way within a specific context to determine how they should be interpreted. What does that mean in practice? To start, it means that words are given their common, everyday meaning. However, if the contract is about something specific—such as a specific type of construction project—, then the words will be understood in the context of that industry.

Here is a very simple example that illustrates the point. Imagine that a contract qualifies for the delivery of ten “Apples.” Of course, an Apple is fruit—but in the world of computers, “Apple” could mean something totally different. A party could not get out of their obligations by delivering ten pieces of fruit when the rest of the contract is computer-related and it is clear the term refers to laptop devices. The context—and industry-specific language—matters.

 Outside Evidence is Only Used to Resolve True Ambiguities 

For the specific issue of contract interpretation, courts generally avoid using outside evidence. That is, courts will only look at the agreement itself to determine what the contract language means. However, there is an exception: Outside evidence can be brought into a breach of contract case to resolve an issue of interpretation if a true ambiguity exists. Outside evidence can include things like emails, notes, or other communications that happened when the contract was made. The extra information can help the court figure out what the confusing parts of the contract actually mean.

 Contact Our Miami, FL Breach of Contract Lawyer Today

At Pike & Lustig, LLP, our attorneys are results-focused advocates for clients. If you have any specific questions about the interpretation of a business contract, we are here to help. Give us a phone call now or connect with us online to arrange your case review. We provide breach of contract services in Miami, West Palm Beach, and throughout the region.

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