contract-law
(or) in contract language
<p>Contract statement: An activity must be performed annually or as scheduled by the Department.</p>

<p>What is the correct interpretation?</p>

<p>1.) The Department may schedule more often than annually, at their option.</p>

<p>2.) The Department may schedule every five years, if they desire, thus relieving the annual requirement.</p>

<p>The interpretation would not be determined by just one or two isolated sentences, instead the question would be what the parties must have intended in the contract. But I can't imagine anything else in a contract where the second interpretation would make sense. The words don't say "every 5 years, and nothing else", so the interpretation "whenever Hell freezes over" is equally well supported (not supported). If the parties intended that the activity is optional, the clause would have said "<em>may</em> perform". So this has to mean "at least annually, and optionally more often at the Department's discretion".</p>
