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Fehr v. Algard

A-2215-09T2 (N.J. Super. App. Div. 2011) (Unpublished)

AGREEMENTS; INTEGRATION — When parties execute a number of related agreements, those agreements become integrated for the purpose of determining their intent.

A marina organized a fishing tournament and advertised it in a brochure containing rules and a description of the prize awards. The rules stated that any fish entered in the contest would be subject to disqualification if a judge decided it had suspicious marks or characteristics, and that all decisions by the judges would be final. Contestants were required to submit a registration form to participate, the form also contained certain rules. A contestant presented his fish to one of the judges for examination; the judge found the fish to be in suspiciously poor condition and disqualified the contestant. Because of the contestant’s alleged cheating, he was also disqualified from the other award categories. The contestant sued the marina, claiming breach of contract. The lower court, on summary judgment, held that the rules allowed the judges to reject the suspect fish, but did not allow the judges to disqualify the contestant from the remaining prize categories.

In the appeal that followed, the contestant claimed that the lower court was correct because there was no ambiguity in the contract. The marina instead argued that the contract could be read differently than how the lower court interpreted it, netting a dispute of material facts and making summary judgment improper. The Appellate Division agreed that the terms of the contract governing the competition required review of both the tournament rules and the registration form executed by each captain because the documents were integrated. Both had to be analyzed to glean the parties’ intent.

The Court observed that the registration form required contestants to be honest; that the rules provided for disqualification of a captain and his or her crew for submitting false information; that the registration form required every captain to attest that he or she and the crew had read and would abide by the rules; and that immediate disqualification would result for giving false information. The Court found that the clause against submitting false information could reasonably include a contestant’s false assertion to abide by the rules.

Additionally, the Court found that because there was no express contract term governing the issue, extrinsic evidence could properly be introduced to support an interpretation that the judges could disqualify someone who flaunted the rules. Because there was sufficient ambiguity in the documents that formed the parties’ agreement, the Court held the lower court should not have deceived the matter on summary judgment.

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