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Understanding the Basics of Contract Interpretation in Florida


In many cases, contract disputes arise over the meaning or implications of the terms in the agreement. Interpreting a contract is not always as simple as reading and applying the terms of the page. There are many complex issues that must be addressed. To the best of their ability, Florida courts attempt to determine the true intentions of the parties.

If your company is entering into an important commercial agreement, it is imperative that you seek guidance from a skilled West Palm Beach business law attorney who can ensure that your contract is properly drafted. The last thing you want to deal with is having your contract interpreted in a manner that you did not truly intend.

Not only will a well-drafted agreement dramatically reduce the chances that your business ends up in a major lawsuit, but, should a dispute occur, you will be able to be far more confident that the contract will be interpreted in a manner that is favorable to your company. To help you better understand how Florida courts interpret contracts, our legal team has put together a list of some of the most important guidelines used in contract law cases. 

Four Legal Guidelines Courts Use to Interpret Contracts 

  1. Written Agreements Carry More Weight Than Oral Agreements

While oral agreements are generally enforceable under Florida law, a written contract will always take precedence over an oral agreement. If you are considering adding key terms or provisions to your commercial contract, it is crucial that you get those terms down in writing. This will both reduce the risk of a dispute and increase the enforceability of the provision. 

  1. A More Recent Contract Can Modify an Earlier Agreement

If there are two or more agreements or contract provisions that contradict with each other, then the more recent agreement will likely be the one that holds. Agreements can modify earlier contracts.  For this reason, contracts should always be carefully dated and recorded by each party. 

  1. Special Clauses Receive Additional Attention

Often, commercial agreements will contain sections that are largely made up by boilerplate language. However, this is rarely the whole agreement. Courts will pay additional attention to any unique terms or provisions that were individually drafted by the parties. Florida courts often view these as especially revealing of the intentions of the parties. 

  1. Ambiguity is Construed Against the Drafting Party

Finally, one of the most important things that all Florida businesses need to know is that ambiguous terms will generally be interpreted in favor of the non-drafting party. If you are drafting a contract, you should always work with an experienced legal professional. Your attorney can help you remove ambiguity from the agreement, so that your true intentions will be understood and enforced by the court.

Contact Our South Florida Contract Law Attorneys Today

At Pike & Lustig, LLP, our Florida business law attorneys have extensive experience negotiating, drafting, reviewing, and litigating contracts. To learn more about what our law firm can do for your company, please contact us today for a free consultation. With offices in Miami and West Palm Beach, we offer contract law services to businesses throughout the region, including in Jupiter, Palm Beach Gardens, Boynton Beach, Hollywood, and Fort Lauderdale.

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