Look to the Contract First Before Looking Elsewhere

Have you ever had a situation where someone says that a contract means one thing and you read it a completely different way? The Texas Supreme Court holds that in interpreting a document the primary concern is to ascertain and give effect to the intentions of the parties as expressed in the document. Kelley–Coppedge, Inc. v. Highlands Ins. Co., 980 S.W.2d 462, 464 (Tex.1998). To ascertain the parties’ true intentions, we examine the entire instrument in an effort to harmonize and give effect to all its provisions so that none will be rendered meaningless. MCI Telecomms. Corp. v. Tex. Utils. Elec. Co., 995 S.W.2d 647, 652 (Tex.1999). When a written instrument is worded so that it can be given a certain or definite legal meaning or interpretation, it is unambiguous, and the court construes it as a matter of law. Am. Mfrs. Mut. Ins. Co. v. Schaefer, 124 S.W.3d 154, 157 (Tex.2003). Be careful when someone believes a contract means one thing and it does not appear to read that way to you.

Take another scenario. Let’s say the parties agree that a certain area of land is to be conveyed and set out the boundary lines in the agreement. There is no requirement that a deed have a metes and bounds description in the deed. While this is not recommended, as long as the property can be located with reasonable certainty on the ground by data in the conveyance instrument the agreement is valid. Sun-Key Oil Co. v Whealy, 2006 WL 3114455 (Tex. App. – Fort Worth 2006, no pet.) Be careful if someone brings a survey and says that “this is the property we agreed on, remember?” In that case have the proposed survey examined by a professional surveyor and compared to the original conveyance document to make sure it complies with the original agreement before agreeing that it is the correct survey. The new survey could be an attempt to incorporate additional property into the agreement without your consent.