Holiday Sales Company and Global Distributors,Inc.,enter into an express contract for the delivery of imported specialty goods.In interpreting this contract,the highest priority is given to
A)the parties' prior dealing.
B)the trade usage in the parties' industry.
C)the parties' course of performance.
D)the express contract terms.

Question

Quizplus · Accepted Answer

In contract interpretation, the express terms of the contract have the highest priority because they represent the parties' agreement in writing. The parties are presumed to have intended for the express terms to control over any other evidence of their intent. Prior dealing, trade usage, and course of performance may be considered as secondary evidence of the parties' intent only if the express terms are ambiguous or silent on a particular issue.