Contract performance

The court discussed in detail two analytical steps for interpreting contracts. First, the need to construe the contract's plain language. (1269) More specifically, one must consider the contract as a whole and give a plain meaning to all contract parts without creating any conflict between different parts within the document. (1270) The second analytical step permits extrinsic evidence to resolve any ambiguities within the contract itself. (1271) A document is ambiguous only if competing interpretations are reasonable and consistent with the contract's language. (1272) In addition, parole evidence should not be used when the terms of the contract are unambiguous. (1273) Embedded throughout this analysis is the general concept that specific contract clauses trump general clauses. (1274)

In Matteson, the court sided with the government and held that Matteson assumed the responsibility to comply with all local, state, and federal environmental laws. The court reached this conclusion after reviewing the competing interpretations of the disputed clauses. The court found the following clause persuasive: "[n]ot withstanding the requirements of this section and not withstanding approval by the Contracting Officer of the Contractor's Environmental Protection Plan, nothing herein shall be construed as relieving the Contractor of all applicable Federal, State and local environmental protection laws and regulations." (1275) Furthermore, the court noted that the contract obligated the contractor "to obtain all permits and to comply with any federal, state, local laws, codes, and regulations applicable to the performance of work." (1276) Lastly, the court observed that the contract unequivocally obligated the contractor to ensure any subcontractors complied with all federal, state, and local environmental laws and regulations. (1277) After looking at these clauses, the court noted that the contract clearly and unequivocally assigned Matteson, a sophisticated contractor, the responsibility of complying with local, state, and federal environmental laws. (1278)

Major Steven Patoir.

Inspection, Acceptance, and Warranty

Baa Baa, Black Sheep. Have You Any Paratuberculosis?

In Dodson Livestock C0., (1279) the COFC reviewed an allegation that the government violated a health warranty on the sale of a ram purchased at a U.S. Meat Animal Research Center (MARC) auction. The court held that there was no breach of warranty since the government's representation was a disclosure or disclaimer rather than a contractual warranty. (1280)

The MARC held an Annual Surplus Breeding Sheep Sale auction on 14 August 1992. (1281) Potential buyers received a catalog which included a statement that, "The MARC flocks harbor some level of Paratuberculosis (Johne's) and Ovine Progressive Pneumonia (OPP) infections. Based on the availability of reliable tests, or observations, efforts have been made to screen sale animals against these and other maladies." (1282) An auction supervisor also read this section verbatim prior to the sale beginning. (1283)