USTrust v. Henley & Warren Management, Inc.

Although the defendant has, with its appeal, served up a six-volume record that describes a moderately complex financial “workout” transaction, at bottom the question is whether a prior conversation about the terms of the workout can vary or amplify the terms contained in detailed *338written instruments negotiated with the assistance of counsel. A judge of the Superior Court thought not, and we affirm.

We first sketch the facts of the workout to give an introduction to the business context of the case. Thereafter, we shall describe with more precision the terms of the workout and the important…