Law School Case Brief
Betaco, Inc. v. Cessna Aircraft Co. - 32 F.3d 1126 (7th Cir. 1994)
The familiar rule of contractual interpretation is that absent an ambiguity, the intent of the parties is to be determined from the face of the contract, without resort to extrinsic evidence.
Plaintiff purchaser, Betaco, Inc., agreed to buy a jet from defendant seller, Cessna Aircraft Co., based in part upon Cessna's representation in a cover letter accompanying the purchase agreement that the new jet was faster and more efficient than another popular model. After giving defendant a deposit, plaintiff decided to cancel the purchase and defendant refused to return plaintiff’s deposit. Defendant filed a suit claiming that plaintiff breached an express warranty. The district court entered a partial summary judgment in favor of plaintiff Betaco. Defendant Cessna appealed.
Does the purchase agreement between the parties preclude defendant’s attempt to rely on warranty?
The appellate court reversed the entry of partial summary judgment and held that while the parties agreed that they intended the signed purchase contract to be a final expression of the terms set forth within the four corners of the contract, plaintiff Betaco relied on the cover letter as evidence of a consistent additional term of the agreement. But Kan. Stat. Ann. § 84-2-202 barred that evidence. Therefore, the appellate court reversed the entry of partial summary judgment against Cessna, holding that the record before the district court on summary judgment was reasonably subject to contrary assessments of whether the parties intended their signed contract to be the complete embodiment of their agreement. Then, the court remanded the case for a factual hearing before the bench on the integration issue.remanded for a hearing in which the district judge would sit as a finder of fact and decide whether the parties intended the purchase agreement to be the complete embodiment of their understanding.
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