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for such taxable year unless there is a showing of fraud,
malfeasance, or misrepresentation of fact. Sec. 6224(c). A
mistake of fact or law is not grounds for rescinding an agreement
under section 6224. Korff v. Commissioner, T.C. Memo. 1993-33.
The proper meaning of the terms of an agreement is determined
from language of the agreement and the circumstances surrounding
its execution. Robbins Tire & Rubber Co. v. Commissioner, 52
T.C. 420, 435-436 (1969).
First, petitioner asserts, on brief, that the Tax Matters
Partner believed that, pursuant to the Code provisions, partners
who settled on an individual basis should be excluded from
allocations to be determined under the agreement because such
partners are no longer parties to this action.
Respondent argues that even assuming that the Tax Matters
Partner believed the calculations under the agreement would be
made by applying its provisions only to the partners who are
parties to this action, such belief is a mistake of law, and thus
it does not preclude enforcement of the agreement.
Assertions made in briefs do not constitute evidence. Rule
143(b). There is no evidence on the record to support
petitioner's assertion as to the belief of the Tax Matters
Partner at the time the agreement was made. Further, we agree
with respondent that the Tax Matters Partner's asserted belief is
mistaken, and, whether the mistake is of law or fact, it does not
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