"Indeed, it is sometimes possible that when the court comes to wonder and interpret the intentions of the parties, the purpose that the contractors sought to reach, and the intention that guided them when drafting the document, will be examined for this purpose... However, as required by section 25(a) of the Contracts (General Part) Law, 5733-1973, the intentions of the parties, as it is implied in the contract, and if it is not implied by it, will be interpreted by the circumstances. And if the contract is clear and its language is unequivocal, there is no need to rely on the circumstances, and certainly not the commercial logic or economic feasibility, which may be influenced by individual or conjuncture considerations of one of the parties, which he is not obligated to disclose to the other party or to specify in the contract" (my emphasis – A.M.).
This is also the case in our parasha. Once it is found that the language of the clause is clear, and that its provision is integrated into the entirety of the provisions of the contract, there is no merit in the opinion that it is reasonable to assume that the parties intended something else. The apparent purpose of the section pushes the legs of the probable purpose that they seek, to no avail, to pour into its words. As Justice Barak said in the Ata case [1], at p. 304: "True, the interpretation is not limited only to the words, but the words limit the interpretation." Such is the case before us. Had we been required to interpret the clause according to the order of priorities required by the business purpose of the programme contract and its commercial logic, I would indeed be inclined to accept the State's position. But the clear wording of the clause blocks our way toward external standards.
- I would like to clarify: In my judgment I was required to interpret clause 6(h)(3) in the framework of the program contract only. I do not take any position as to the relief that may be available to the State, due to a delay in completing the execution of the construction, in other engagements to which the program contract applies, whether according to the general law or according to the document known as the "Addendum to the Agreement", which the State has waived by its application to its relations with the Respondent.
Supplementary Comments Following the Consideration of the Majority Justices' Position
- My honorable colleagues do not accept my position, and hence my opinion is that of the minority.
My colleagues are of the opinion that the provision of clause 6(h)(3) of the program contract can and should be interpreted as relating to the delay in the execution of the construction of apartments in development areas. My colleague, Justice D. Levin, bases this conclusion on the intentions of the parties, as he believes it is implied in the contract, as a whole that testifies to its purpose. My colleague, the Vice-President, does so – as he believes it is obligatory to do in any case – on the