Payne Hackenbracht & Sullivan
Trade Custom and Usage
It is well recognized that if at all possible, a contract should be read as a whole and effect given to all contract terms. Hunkin Conkey Construction Co. v. United States, 198 Ct.Cl. 638, 461 F.2d 1270 (1972); HolGar Mfg. Corp. v. United States, 169 Ct.Cl. 384, 351 F.2d 972, (1965). Custom and trade usage is to be considered in giving meaning to words. Gholson, Byars & Holmes Construction Co. v. United States, 173 Ct.Cl. 374, 351 F.2d 987 (1965); Vista Scientific Corp., AGBCA Nos. 77-142-4 and 78-108-4, 83-1 BCA p16,219. Trade usage or custom may show that language which appears on its face to be perfectly clear and unambiguous has, in fact a meaning different from its ordinary meaning. The decisions of the courts and Boards are replete with declarations of the general rule that evidence of trade practice may not vary or contradict plain contract language. Contracting Company, 14. at 76,971-72. As stated by the Court of Claims in Gholson, Byars and Holmes Construction Co. v. United States, 173 Ct. Cl. 374, 395, 351 F.2d 987, 999 (1965).
As stated by the Court of Claims in W. G. Cornell Co. v. United States, 179 Ct. Cl. 651, 670-71, 376 F.2d 299, 311-12, "... evidence of trade usage and custom may always EXPLAIN or DEFINE, as distinguished from VARY or CONTRADICT, contract language ."