Frigaliment Importing v. B.N.S.
|Frigaliment Importing v. B.N.S.|
|Court||Southern District of New York|
Frigaliment Importing Co. ("Frigaliment") contracted with poultry supplier, defendant B.N.S. International Sales Corp. ("Supplier") for the sale & delivery of chicken at a set price.
The opposing parties communicated in German but used the English word "chicken." Frigaliment used "chicken" to mean young chicken. However,
- Frigaliment was referring to "broilers" (young chickens; fryers)
- Supplier was referring to "broilers" & "fowls" (stewing chicken; older chickens).
The market price for broilers was 20% higher than fowls. The contract didn't define "chicken."
The 2 parties set the price for chickens halfway between the going market rate for broilers & fowls.The Suppliers 1st shipment includes mostly the cheaper fowls. Frigaliment complained & reluctantly accepted the 1st shipment.
Yes. A contract may be formed if the parties subjectively construe an ambiguous term differently.The court held in favor of B.N.S. (the "Supplier").