This is simply a short statement that states that, in the event of a conflict between the provisions of one Article and the terms and conditions contained in prior Articles provided for in the Agreement, the parties agree that the provisions of a designated Article shall prevail.
South Dakota Conflict of Terms refers to a legal principle in contract law that addresses situations where there is ambiguity or uncertainty in the terms of a contract. It specifically concerns conflicts between conflicting contractual provisions, terms, or clauses that create confusion or inconsistency within the agreement. In South Dakota, as in most jurisdictions, the primary objective of contract interpretation is to ascertain and give effect to the intention of the parties. However, conflicts may arise when there are multiple provisions or clauses within a contract that seem to contradict each other or are inconsistent. These conflicts can create confusion for the parties involved and may lead to disputes or difficulties in enforcing the contract. There are several types of South Dakota Conflict of Terms that commonly occur: 1. Express Conflicts: These conflicts arise when explicit provisions in the contract directly contradict each other. For example, if one section of the contract specifies a certain price while another section states a different price for the same item, it creates an express conflict. 2. Implied Conflicts: Implied conflicts occur when the terms and conditions of a contract are open to interpretation, leading to different understandings by the involved parties. These conflicts usually arise due to vagueness or ambiguity in the language used in the contract. 3. Gap Fillers Conflicts: Gap fillers refer to provisions that are supplied by law when the contract is silent on a particular issue. Conflicts may arise if the law's gap fillers conflict with the explicit or implied terms of the contract, requiring resolution. Resolving conflicts of terms in South Dakota involves applying specific legal principles, such as the "plain meaning rule," which states that words and phrases in a contract should be interpreted according to their ordinary and common usage. Additionally, the court may consider the intentions of the parties, industry customs, and previous course of dealings to determine the intended meaning of conflicting terms. It is crucial for parties entering a contract in South Dakota to clearly define and specify their intentions in the agreement to minimize the potential for conflicts. Consulting with legal professionals experienced in contract law can help ensure that contracts are properly drafted, reducing the likelihood of conflicts arising.
