Interpretation/Terms of the Deal Flashcards
The parties’ intent and purpose are given ______ by the court
great weight
The court interprets the parties’ words and conduct ____
in light of the circumstances
The court interprets all terms as having
reasonable, lawful, and effective meaning
____________ are given greater weight than general language
Specific or exact
_________ are given greater weight than standardized terms
negotiated or added
A meaning that operates _________ (the party that supplied the terms of the contract) is preferred over other reasonable meanings
against the draftsman
When a single contract involves repeated performances by either party, such as in an installment contract, the _______ between the parties (for example, acceptance of previous performance without objection) is strong evidence of the contract’s meaning
course of performance
If the parties to a contract have engaged in similar transactions with one another in the past, the _______ between the parties may aid int he proper construction of the current contract
course of dealing
The customs, practices, and other trade usages of a particular industry may be used to ______ an agreement between parties who regularly conduct business in the industry
clarify
a term that is left open or uncertain
indefinite
If the indefinite term is essential to the exchange, then the court will likely ___ the contract for indefiniteness
void
If the parties intended to form a binding agreement then the court will
supply a customary or reasonable term and enforce the contract
a term is ______ if multiple meanings lead to a misunderstanding between the parties
ambiguous
an ambiguity may be ___ due to circumstances
latent
an ambiguity may be __ due to language
patent
If the parties understood different meanings of an ambiguous term, the court will interpret the term
against a party with knowledge of the misunderstanding at the time of the contract (if neither party knew of the misunderstanding, then the court will void the contract for lack of mutual assent
A term is _____ if the parties have failed to provide for a given situation that subsequently aises
omitted
The court will fill the gap in the contract when there is an omitted term by
supplying a term that is reasonable under the circumstances
