1999 Minnesota Statutes

     336.1-205 Course of dealing and usage of trade.  

    (1) A course of dealing is a sequence of previous conduct 
 between the parties to a particular transaction which is fairly 
 to be regarded as establishing a common basis of understanding 
 for interpreting their expressions and other conduct.  

    (2) A usage of trade is any practice or method of dealing 
 having such regularity of observance in a place, vocation or 
 trade as to justify an expectation that it will be observed with 
 respect to the transaction in question.  The existence and scope 
 of such a usage are to be proved as facts.  If it is established 
 that such a usage is embodied in a written trade code or similar 
 writing the interpretation of the writing is for the court.  

    (3) A course of dealing between parties and any usage of 
 trade in the vocation or trade in which they are engaged or of 
 which they are or should be aware give particular meaning to and 
 supplement or qualify terms of an agreement.  

    (4) The express terms of an agreement and an applicable 
 course of dealing or usage of trade shall be construed wherever 
 reasonable as consistent with each other; but when such 
 construction is unreasonable express terms control both course 
 of dealing and usage of trade and course of dealing controls 
 usage of trade.  

    (5) An applicable usage of trade in the place where any 
 part of performance is to occur shall be used in interpreting 
 the agreement as to that part of the performance.  

    (6) Evidence of a relevant usage of trade offered by one 
 party is not admissible unless and until that party has given 
 the other party such notice as the court finds sufficient to 
 prevent unfair surprise to the latter.  

    HIST: 1965 c 811 s 336.1-205; 1986 c 444