It is significant in this case that both Hyman and the Government agree that the contract is unambiguous. It is well established that where, as here, the provisions of a contract are phrased in clear and unambiguous language, "the words of those provisions must be given their plain and ordinary meaning by the court in defining the rights and obligations of the parties. . . ." Elden v. United States, 617 F.2d 254, 260-261 (Ct.Cl. 1980); accord American Science and Engineering Inc. v. United States, 663 F.2d 82, 88 (Ct.Cl. 1981). It is our task to interpret the provisions of the unambiguous contract before us so that the words of those provisions are given their plain and ordinary meaning. The interpretation of a contract is a legal issue reserved for decision by the court.
If a contract term is clear and unambiguous, the Court will adopt its plain and ordinary meaning. See, e.g., Moran v. Prather, 90 U.S. 492, 499 (1874); McAbee Constr., 97 F.3d at 1435; see also Elden v. United States, 223 Ct. Cl. 239, 250-253 (1980); Tecom, 66 Fed. Cl. at 748. "A contract term is unambiguous if there is only one reasonable interpretation."
In other words, where the language of the contract is clear and unambiguous "the words of those provisions must be given their plain and ordinary meaning by the court in defining the rights and obligations of the parties." Hyman Constr. Co. v. United States, 832 F.2d 574, 579 (Fed. Cir. 1987) (quoting Elden v. United States, 223 Ct. Cl. 239, 252 (1980)); accord McAbee Constr., Inc. v. United States, 97 F.3d 1431, 1435 (Fed. Cir. 1996). Therefore, if the contract is clear on its face, this Court's interpretation of the contract is at an end.
If a contract term is clear and unambiguous, the Court will adopt its plain and ordinary meaning. See, e.g., Moran v. Prather, 90 U.S. 492, 499 (1874); McAbee Constr., 97 F.3d at 1435; see also Elden v. United States, 223 Ct. Cl. 239, 250-253 (1980). "A contract term is unambiguous if there is only one reasonable interpretation."
In examining the provisions of the Contract, the court is guided by the principle that "[w]here the provisions of a contract are phrased in clear and unambiguous language, `the words of those provisions must be given their plain and ordinary meaning by the court in defining the . . . obligations of the parties.'" Aluminum Co. of Am. v. United States, 2 Cl. Ct. 771, 776 (1983) (quoting Elden v. United States, 617 F.2d 254, 260-61 (Ct.Cl. 1980)). Further, where an interpretation is available that gives a "reasonable meaning" to all parts of the Contract, that interpretation "will be preferred to one which leaves a portion of it useless, inexplicable, inoperative, void, insignificant, meaningless or superfluous."
In other words, where the language of the contract is clear and unambiguous "the words of those provisions must be given their plain and ordinary meaning by the court in defining the rights and obligations of the parties." George Hyman Constr. Co. v. United States, 832 F.2d 574, 579 (Fed. Cir. 1987) (quoting Elden v. United States, 223 Ct. Cl. 239, 252 (1980)); accord McAbee Constr., Inc. v. United States, 97 F.3d 1431, 1435 (Fed. Cir. 1996). A contract provision is not ambiguous when a plain reading of the provision results in only one reasonable interpretation.