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.
Florida Conflict of Terms refers to a legal doctrine applied in the state of Florida that helps resolve conflicts arising from contradictory terms or provisions within a contract or other legal documents. It clarifies how these conflicting terms should be interpreted and which ones hold precedence in case of a dispute. The doctrine aims to ensure fairness and consistency in the interpretation of contracts, allowing parties to understand their rights and obligations when faced with conflicting provisions. Key concepts tied to Florida Conflict of Terms include interpretation, construction, and the resolution of ambiguities within agreements. In Florida, there are two main types of Conflict of Terms: patent and latent conflicts. Patent conflicts refer to those that are immediately apparent, where there is an explicit contradiction or inconsistency within the contract. On the other hand, latent conflicts are usually more subtle or hidden, requiring a deeper analysis or interpretation to identify the inconsistencies. When encountering a patent conflict, Florida law provides clear guidelines on how to address it. It usually follows the "four corners rule," which means that the contract is interpreted solely based on its written terms, and extrinsic evidence is not considered. Therefore, the language within the document itself becomes essential in resolving the conflict. For latent conflicts, additional factors are taken into account to determine intent and understanding between the parties. Florida's courts may consider surrounding circumstances, industry customs, the relationship between the parties, or any prior course of dealings to decipher the intended meaning of the conflicting terms. The doctrine of Florida Conflict of Terms also touches upon the concept of "contra preference," which means that ambiguous provisions within a contract are usually interpreted against the party who drafted them. However, this principle is not applied in every case, and the courts evaluate various factors before reaching a final decision. Understanding Florida Conflict of Terms is crucial for drafting and interpreting legally binding agreements, as it provides a framework for resolving conflicts and clarifying the intended meaning of conflicting provisions. Properly addressing conflicts helps avoid future disputes and ensures fair treatment for all parties involved. In summary, Florida Conflict of Terms is a fundamental legal doctrine in Florida that guides the interpretation and resolution of conflicting provisions within contracts. By distinguishing between patent and latent conflicts and considering surrounding circumstances, the doctrine helps courts determine the intended meaning of ambiguous terms. Adhering to these guidelines promotes clarity, fairness, and consistency in contractual agreements throughout the state.
