Candace J M Clatterbuck v. Grant Lewis Clatterbuck ( 2002 )

COURT OF APPEALS OF VIRGINIA
Present: Judges Bumgardner, Kelsey and Senior Judge Hodges
CANDACE JANE MARTIN CLATTERBUCK
MEMORANDUM OPINION *
v. Record No. 1745-02-3 PER CURIAM
DECEMBER 10, 2002
GRANT LEWIS CLATTERBUCK
FROM THE CIRCUIT COURT OF ROANOKE COUNTY
Jonathan M. Apgar, Judge
(Barry M. Tatel; Neil E. McNally; Key,
Tatel & McNally, on brief), for appellant.
(Leisa K. Ciaffone, on brief), for appellee.
Candace Jane Martin Clatterbuck (wife) appeals from a final
decree awarding her a divorce from Grant Lewis Clatterbuck
(husband). On appeal, wife contends the trial court erred by
finding the parties were bound by a handwritten post-nuptial
agreement. She contends the agreement is unenforceable because it
called for the execution of a formal written document, which was
not produced. Wife asks that the trial court's judgment be
reversed. Upon reviewing the record and briefs of the parties, we
conclude that this appeal is without merit. Accordingly, we
summarily affirm the decision of the trial court. See Rule 5A:27.
On appeal, we view the evidence and all reasonable
inferences in the light most favorable to appellee as the party
* Pursuant to Code § 17.1-413, this opinion is not
designated for publication.
prevailing below. See McGuire v. McGuire, 10 Va. App. 248, 250,
391 S.E.2d 344, 346 (1990).
Procedural Background
The parties married in 1980. On January 23, 2001, wife filed
a bill of complaint seeking a divorce. On February 27, 2002, the
parties engaged in a mediation session, during which they produced
a handwritten post-nuptial agreement resolving the issues of
spousal support and the division of marital property and debts.
Both parties signed the handwritten agreement the following day.
The agreement also states: "Agreement to be memorialized by
formal written agreement." Husband prepared a formal written
agreement but wife refused to sign it, arguing she wanted a larger
sum of money from the sale of the marital residence. She argues
the handwritten document is not a binding agreement.
Analysis
It is firmly established that when the terms of a contract
are clear and unambiguous, a court is required to construe the
terms according to their plain meaning. Bridgestone/Firestone
v. Prince William Square, 250 Va. 402, 407, 463 S.E.2d 661, 664
(1995). "The guiding light . . . is the intention of the
parties as expressed by them in the words they have used, and
courts are bound to say that the parties intended what the
written instrument plainly declares." Magann Corp. v.
Electrical Works, 203 Va. 259, 264, 123 S.E.2d 377, 381 (1962).
Thus, if the intent of the parties can be determined from the
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language they employ in their contract, parol evidence
respecting their intent is inadmissible. Amos v. Coffey, 228
Va. 88, 91-92, 320 S.E.2d 335, 337 (1984). "'An ambiguity
exists when language admits of being understood in more than one
way or refers to two or more things at the same time.'" Id. at
92, 320 S.E.2d at 337 (quoting Renner Plumbing v. Renner, 225
Va. 508, 515, 303 S.E.2d 894, 898 (1983)).
"It comes, therefore, to this, that where
you have a proposal or agreement made in
writing expressed to be subject to a formal
contract being prepared, it means what it
says; it is subject to and dependent upon a
formal contract being prepared. Where it is
not expressly stated to be subject to a
formal contract it becomes a question of
construction whether the parties intended
that the terms agreed on should merely be
put into form, or whether they should be
subject to a new agreement, the terms of
which are not expressed in detail."
Golding v. Floyd, 261 Va. 190, 193, 539 S.E.2d 735, 737 (2001)
(quoting Boisseau v. Fuller, 96 Va. 45, 47, 30 S.E. 457, 458
(1898)). The parties' agreement stated only that the agreement
would be "memorialized" by a formal written agreement. The
formal written document is not a condition precedent to the
binding agreement. Additionally, the agreement clearly lists
two conditions precedent in unambiguous language. The creation
of a formal written agreement is not similarly listed as a
condition precedent.
"Once a competent party makes a settlement and acts
affirmatively to enter into such settlement, her second thoughts
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at a later time upon the wisdom of the settlement do not
constitute good cause for setting it aside." Snyder-Falkinham
v. Stockburger, 249 Va. 376, 385, 457 S.E.2d 36, 41 (1995)
(citation omitted). Wife expressed an intention to settle the
case through the agreement she reached with husband on February
27, 2001. She contemplated the agreement and did not sign it
until the following day, she acknowledged in her deposition that
an agreement had been reached, and she represented to the court
that the case was settled and the trial date was cancelled.
"If, as here, the parties are fully agreed upon the terms of the
settlement and intend to be bound thereby, 'the mere fact that a
later formal writing is contemplated will not vitiate the
agreement.'" Id. (citation omitted). The trial court did not
err by determining the parties reached a binding agreement and
that the formal written document was unnecessary.
Accordingly, we summarily affirm the decision of the trial
court. See Rule 5A:27. 1
Affirmed.
1
The appellee's motion for leave to file attachments to the
brief of appellee is hereby denied.
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