Wash. Court of Appeals published opinion — 361896_pub.pdf

Citation: Wash. Court of Appeals published opinion — 361896_pub.pdf
Jurisdiction: Washington (state)
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Original Source: https://www.courts.wa.gov/opinions/pdf/361896_pub.pdf ↗

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ordinary, usual, and popular meaning unless the contract clearly demonstrates a contrary

intent.” Woempner, 172 Wn. App. at 476. Ambiguities in a contract typically2 are

construed against the drafter. Rouse v. Glascam Builders, Inc., 101 Wn.2d 127, 135, 677

P.2d 125 (1984).

The option holder may exercise an option by complying with the terms of

acceptance set forth in the option agreement. Whitworth v. Enitai Lumber Co., 36 Wn.2d

767, 770, 220 P.2d 328 (1950). If the option is exercised unconditionally in accordance

with the terms of the contract, the seller must sell the property in accordance with the

terms of the option. Id. If the option is not exercised within the time or manner

specified, all rights under the contract, along with any consideration given, are forfeited.

Id. at 770-71. A court may order specific performance of the contract if the option is

properly exercised and the seller refuses to convey the property. 3 ERIC MILLS HOLMES,

CORBIN ON CONTRACTS § 11.13, at 570 (rev. ed. 1996). The terms of an option contract

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However, an ambiguous contract will not be construed against the drafter when
the intent of the parties is clearly expressed in the record. See Forest Mktg. Enters. v.
Dep’t of Nat. Res., 125 Wn. App. 126, 132-33, 104 P.3d 40 (2005).

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For the current opinion, go to https://www.lexisnexis.com/clients/wareports/.

No. 36189-6-III
Borton & Sons, Inc. v. Burbank Prop., LLC

are to be strictly construed and, generally, time is of the essence. Pardee v. Jolly, 163

Wn.2d 558, 572, 182 P.3d 967 (2008).

On the basis of this hornbook law, Borton correctly claims that it should have

prevailed at summary judgment because Burbank did not exercise the option at the proper