Interpreting Multiple Documents Forming One Transaction

Often times multiple separate legal documents will be executed in one legal transaction. A real estate purchase may include a promissory note, deed of trust, and purchase agreement. An estate plan may consist of a will, trust, power of attorney, and other instruments. More documents frequently creates more room for error.

When uncertainties arise, Courts look at all of the documents as a whole. “Where the agreement of the parties is evidenced by several documents that refer to each other, are closely related, and constitute one complicated interdependent transaction, the meaning of those documents must be gleaned from the entire transaction and not simply from isolated portions of a single document.” Martin v. US Fidelity and Guar. Co., 996 S.W.2d 506, 510-11 (Mo. 1999). This doesn’t mean that there is a “single contract,” although such a determination should be made in light of the “intention of the parties and with such regard to the realities of the situation.” Id.

These same principles apply when interpreting statutes. “Provisions of a whole legislative act must be construed together, and all provisions must be harmonized if it is reasonably possible to do so.” Oberreiter v. Fullbright Trucking Co., 117 S.W.3d 710, 714 (Mo. Ct. App. 2003).