Objective Intent and Harmonization

In construing a written contract, the court’s primary concern is to ascertain the parties’ true intentions as expressed in the instrument. Forbau v. Aetna Life Ins. Co., 876 S.W.2d 132, 133 (Tex. 1994); Coker v. Coker, 650 S.W.2d 391, 393 (Tex. 1983). To achieve this objective, courts should examine and consider the entire writing in an effort to harmonize and give effect to all the provisions of the contract so that none will be rendered meaningless. Coker, 650 S.W.2d at 393. Whether a contract is ambiguous is a question of law for the court to decide by looking at the contract as a whole in light of the circumstances present when the contract was entered into. Id. at 394. A contract is not ambiguous if it can be given a certain or definite legal meaning or interpretation. Hasty, 908 S.W.2d at 499. Extrinsic evidence is not admissible when a contract is unambiguous. R&P Enters. v. LaGuarta, Gavrel & Kirk, Inc., 596 S.W.2d 517, 519 (Tex. 1980); Threadgill v. Farmers Ins. Exch., 912 S.W.2d 264, 267 (Tex. App.–Dallas 1995, no writ). Parol evidence also is not admissible when a contract is unambiguous. Universal C.I.T. Credit Corp. v. Daniel, 150 Tex. 513, 517, 243 S.W.2d 154, 157 (1951). The parties’ objective, not subjective, intent controls. Hasty, 908 S.W.2d at 499. We construe unambiguous contracts by giving the language in the contract its plain grammatical meaning. Reilly v. Rangers Management, Inc., 727 S.W.2d 527, 529 (Tex. 1987). Not every difference in the interpretation of a contract amounts to an ambiguity. Forbau, 876 S.W.2d at 134. Mere disagreement over the meaning of a provision in the contract does not make the terms ambiguous. Richardson Lifestyle Ass’n v. Houston, 853 S.W.2d 796, 800 (Tex. App.–Dallas 1993, writ denied). Likewise, uncertainty or lack of clarity in the language chosen by the parties is insufficient to render a contract ambiguous. Preston Ridge Fin. Servs. Corp. v. Tyler, 796 S.W.2d 772, 777 (Tex. App.–Dallas 1990, writ denied). Only where a contract is first determined to be ambiguous may we consider the parties’ interpretation. Sun Oil Co. (Delaware) v. Madeley, 626 S.W.2d 726, 732 (Tex. 1981). Where the meaning is plain and unambiguous, a party’s construction is immaterial and the contract is construed as a matter of law. 46933, Inc. v. Z&B Enters., Inc., 899 S.W.2d 800, 806 (Tex. App.–Amarillo 1995, writ denied).