dj_roomba wrote:Thanks for answering my other questions guys.
Couple K's Q's:
1. Does a term have to be ambiguous for parol evidence to be allowed? (Not talking about the UCC, which I know doesn't require ambiguity)
I believe so, but that's assuming the K is NOT fully integrated (contains merger clause) and that the parol evidence does not contradict express terms of K. In that case, if may be allowed if it clears up an ambiguity (judges discretion?).
dj_roomba wrote:2. Contract interpretation: when there are two conflicting agreements on a term (ie: what is a chicken), when do the courts void the entire contract (like in Peerless) or instead void the term only and add in an objective meaning (or decide which subjective meaning is better). Basically, when do the courts void the contract or decide to fix it?
Less sure on this one, so I'm interested in better answer but, I think UCC will generally try to "fix" the K rather than void it. If the misunderstanding is material and neither party is at fault, I believe they will void K (exception being cases of "bad faith", where one party knows how other will interpret it). Sorry if that's not helpful.