Contract interpretation is the most litigated issue in commercial law, especially in government contracting. This program, presented by Nicholas Solosky (materials prepared by Kenneth J. Allen), explains and illustrates the key principles of contract interpretation. First, it will clarify some misunderstood “types” of government contracts and rules involving the content of a government contract, including the parol evidence rule and the government’s duty of good faith and fair dealing. Next, it will cover the process of interpretation employed by the courts before discussing principles that only pertain to the words of the contract, the “intrinsic evidence” of contract interpretation. It will explain what an “ambiguous” contract is, and the application of the Plain Meaning Rule, a rule that applies in some US jurisdictions, and in government contract litigation, as a pre-condition to considering outside (extrinsic) information to interpret a contract. The program will then cover the four main types of extrinsic evidence.
Finally, after discussing the applicable principles, the program will discuss what happens if the interpretation dispute is still unresolved. All the principles will be explained by reference to the Restatement (Second of Contracts) and with quotes from recent cases that illustrate them. Practical exercises will also be worked in to reinforce the principles.
Nicholas's practice is concentrated on national government contracts and construction related matters with a strong emphasis on federal procurement issues. He has extensive experience advising clients with respect to a wide-range of risk management and dispute resolution matters, including: Government agency suspension and debarment proceedings; Federal bid protests and debriefing strategies; Buy American and Buy America Act compliance issues; Federal ethics and compliance training; and Small Business Administration set-aside program guidance and size protests. Additionally, Nicholas’s federal construction litigation practice focuses on representing contractors and the owners of regional and national construction companies in all manners of private and public projects, including contract negotiations and litigation.
Nicholas also conducts a diverse litigation practice in both federal and state courts, with an emphasis on representing clients in complex commercial litigation. His experience includes client counseling, litigation, trial, alternative dispute resolution, and a strong appellate practice.
As a seasoned litigator, Nicholas has successfully represented corporate clients in a wide variety of circumstances, including the following representative matters:
Prior to joining the firm, Nicholas was an associate in a large international law firm’s global litigation group. While in law school, Nicholas was a Chancellors’ Scholar at the University of North Carolina School of Law and a staff writer for the North Carolina Law Review.
Nicholas has been involved with the Homeless Advocacy Project, a non-profit organization providing pro bono legal services to homeless individuals in the Greater Philadelphia area. Additionally, he previously served as pro bono legal counsel to the U.S. District Court for the Eastern District of Pennsylvania Prisoner Civil Rights Panel.
Very helpful guidance on government contracting.