New Zealand Law Review, Vol. 24, p. 277, 2010
26 Pages Posted: 17 Jun 2011 Last revised: 5 Apr 2015
Date Written: December 1, 2010
This article discusses a line of cases that hitherto has not featured in the debate on the contentious issue, yet to be finally resolved in New Zealand, whether evidence of prior negotiations is admissible as an aid to the interpretation of a written contract. These cases concern the question whether words that have been deleted from a written contract prior to its execution are a legitimate aid to the interpretation of the remaining words of the contract. The author argues that his analysis of the often conflicting cases demonstrates the incoherence and lack of transparency in the current law of contract interpretation and adds further weight to the arguments for jettisoning the exclusionary rule.
Keywords: contract, interpretation, prior negotiations
JEL Classification: K12
Suggested Citation: Suggested Citation
McLauchlan, David, Deleted Words, Prior Negotiations and Contract Interpretation (December 1, 2010). New Zealand Law Review, Vol. 24, p. 277, 2010 ; Victoria University of Wellington Legal Research Paper No. 5/2012. Available at SSRN: https://ssrn.com/abstract=1866185