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Contracts • Terms of the Contract
K#089
Legal Definition
Conduct can be a source of contract terms, although words are more important than conduct. In assessing conduct, courts look to course of performance, the course of dealing, then to custom and usage to explain words in the contract or fill gaps.
Plain English Explanation
Even though the most important terms of a contract are usually the ones written down in the signed contract, courts will also consider the conduct of parties. For example, if the terms of a contract specifically state that a party must provide a blueberry pie to the other party every Tuesday, however, for the past 5 years the party has, instead, always provided an apple pie every Wednesday, this previous pattern of conduct can influence whether or not the terms of the written contract are flexible.
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