Four corners (law)

The Four Corners Rule is a doctrine of contract law which states that when interpreting a written contract, a court should look only at the four corners of the document to determine the parties' intent. This means that extrinsic evidence, such as prior negotiations, subsequent conduct, or external circumstances, is generally inadmissible to contradict or vary the clear meaning of the written terms. The court will only consider the text of the agreement itself.

The rationale behind the Four Corners Rule is to promote certainty and stability in contractual relationships. By limiting the admissibility of extrinsic evidence, courts aim to prevent disputes over the meaning of a contract and ensure that parties are bound by the terms they have explicitly agreed upon in writing. This reduces the potential for litigation based on conflicting interpretations of the contract.

However, the application of the Four Corners Rule is not absolute. Exceptions exist, primarily when the contract is ambiguous or incomplete. If the language of the contract is unclear or contains latent ambiguities (ambiguities that are not apparent from the face of the document but arise only upon consideration of extrinsic evidence), a court may consider such evidence to clarify the parties' intentions. Similarly, if a contract is incomplete, meaning that it fails to address all relevant aspects of the agreement, a court may resort to extrinsic evidence to fill the gaps.

The determination of whether a contract is ambiguous is itself a matter of law for the court to decide. Courts generally will only admit extrinsic evidence if the contract is truly ambiguous and not merely because one party wishes to argue a different meaning than what is clearly stated.

The precise application of the Four Corners Rule varies among jurisdictions. Some courts are more inclined to strictly adhere to the rule, while others are more willing to consider extrinsic evidence even when the contract appears unambiguous on its face. It’s crucial to understand the specific jurisprudence of the relevant jurisdiction when applying this rule.