Contract Terms

Managing the contractual relationship in the right direction.  As we read contractual information, we can find: express terms, implied-in-fact terms and implied-in-law terms, but also we have mandatory terms, permissive terms and default rules, all of them giving consistent basis for contract formation, contractual relationship, interpretation, evaluation, judgment, arbitration, etc.

In the construction field, terms and conditions are essential for proper relationship, particularly for large projects.  As far as I understand, even though it could be agreed and express terms, in case of non-compliance, potential breach and dispute, courts could reclassify a term or condition into a condition or term respectively, depending on if the non-compliance was or was not material.  So in accordance with this idea, we could reasonably think that a term in a contract could be reclassified by a court taking into account the particular situation.  In complex contracts, time to time, terms and their wording could have more than one interpretation generating confusion at the time of interpretation, here the question: do you think that a constant and consistent attitude with an interpretation of an ambiguous express term could finally induce an intention that could influence on the final interpretation, changing the express term into a condition of an applied-in-fact term?