Washington Metro. Area Transit Auth. to the Use & Benefit of Head Constr. Co. v. Mergentime Corp., (Two Cases), 626 F.2d 959 (D.C. Cir. 1980). · Go Syfert
Washington Metro. Area Transit Auth. to the Use & Benefit of Head Constr. Co. v. Mergentime Corp., (Two Cases), 626 F.2d 959 (D.C. Cir. 1980). Cases Citing This Book View Copy Cite
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cited 2× by 2 distinct cases, last quoted 2009 · …the plain and unambiguous meaning of an instrument is controlling at p. 960
76 citation events (31 in the last 25 years) across 11 distinct courts.
Strongest positive: Red Lake Band v. U.S. Department of the Interior (dcd, 2009-03-19)
Treatment trajectory · 1981 → 2026 · click a year to view as-of
1981 2003 2026
Top citers, strongest first. 49 distinct citers. How cited ↗
discussed Cited as authority (verbatim quote) Red Lake Band v. U.S. Department of the Interior (2×) also: Cited as authority (rule)
D.D.C. · 2009 · signal: see · quote attribution · 1 verbatim quote · confidence high
the plain and unambiguous meaning of an instrument is controlling
discussed Cited as authority (verbatim quote) Red Lake Band of Chippewa Indians v. United States of America Department of the Interior (2×) also: Cited as authority (rule)
D.D.C. · 2009 · signal: see · quote attribution · 1 verbatim quote · confidence high
the plain and unambiguous meaning of an instrument is controlling
discussed Cited as authority (quoted) Anthony v. Int'l Ass'n of Machinists & Aerospace Workers Dist. Lodge 1
D.C. Cir. · 2019 · signal: see · quote attribution · 1 verbatim quote · confidence high
he court should construe the contract as a whole so as to give meaning to all of the express terms.
cited Cited as authority (rule) Naheed Ghassemi Revocable Trust v. 8th Street Venture Holdings LLC
Bankr. D.C. · 2025 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.
cited Cited as authority (rule) Deutsche Bank National Trust Company, as Trustee for the Trusts v. Federal Deposit Insurance Corporation
D.D.C. · 2015 · confidence medium
“Under general contract law, the plain and unambiguous meaning of an instrument is controlling.” WMATA v. Mergentime Corp., 626 F.2d 959, 960-61 (D.C.Cir.1980).
cited Cited as authority (rule) United States of America v. Bank of America Corporation
D.D.C. · 2015 · confidence medium
“Under general contract law, the plain and unambiguous meaning of an instrument is controlling.” WMATA v. Mergentime Corp., 626 F.2d 959, 960-61 (D.C.Cir.1980).
cited Cited as authority (rule) Bode & Grenier, L.L.P. v. Knight
D.D.C. · 2014 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (citations omitted); see also Tower Ins.
cited Cited as authority (rule) United States of America v. Bank of America Corporation
D.D.C. · 2013 · confidence medium
“Under general contract law, the plain and unambiguous meaning of an instrument is controlling.” WMATA v. Mergentime Corp., 626 F.2d 959, 960-61 (D.C.Cir.1980).
cited Cited as authority (rule) Cunningham & Associates, Plc v. Arag, LLC
D.D.C. · 2012 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir. 1980)).
cited Cited as authority (rule) A-J Marine, Inc. v. Corfu Contractors, Inc.
D.D.C. · 2011 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (internal citation omitted).
discussed Cited as authority (rule) Knowledgeplex, Inc. v. Metonymy, Inc.
D.D.C. · 2008 · confidence medium
United States v. Baroid Corp., 346 F.Supp.2d 138, 142-43 (D.D.C.2004) (citing WMATA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980)); Lucas v. U.S. Army Corps of Eng’rs, 789 F.Supp. 14, 16 (D.D.C.1992) (stating that “[i]ntent is construed by an objective standard and evidenced from the words of the contract itself’); see also Quadros & Assocs., P.C. v. City of Hampton, 268 Va. 50 , 597 S.E.2d 90, 93 (2004) (explaining that “the guiding light ... is the intention of the parties as expressed by them in the words they have used, and courts are bound to say that the parties intended …
examined Cited as authority (rule) Flynn v. Southern Seamless Floors, Inc. (4×) also: Cited "see, e.g."
D.D.C. · 2006 · signal: cf. · confidence medium
Compare Michigan Agreement at 52-53 with Dick, 384 F.Supp.2d at 196 (quoting clause) (citation omitted); see Pis.’ Reply at 2 (stating that “the Bricklayers traveling contractors clause at issue in the present case is a revised clause, fundamentally distinct from the clause addressed by the Court in Dick”); cf. WMATA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (holding that “[u]n-der general contract law, the plain and unambiguous meaning of an instrument is controlling, and the Court determines the intention of the parties from the language used by the parties to express the…
cited Cited as authority (rule) Mittal Steel USA ISG, Inc. v. Bodman
D.D.C. · 2006 · confidence medium
The plain meaning of a contract is determined by “the language used by the parties to express their agreement.” WMA-TA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Flynn v. Tiede-Zoeller, Inc.
D.D.C. · 2006 · confidence medium
The court determines the plain meaning of a contract "from the language used by the parties to express their agreement.” WMATA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) United States v. Baroid Corp.
D.D.C. · 2004 · confidence medium
“Under general contract law, the plain and unambiguous meaning of an instrument is controlling, and the Court determines the intentions of the parties from the language used by the parties to express their agreement.” See WMATA v. Mergentime *143 Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see Lucas v. U.S. Army Corps of Eng’rs, 789 F.Supp. 14, 16 (D.D.C.1992) (“Intent is construed by an objective standard and evidenced from the words of the contract itself.”).
cited Cited as authority (rule) Booker v. Robert Half International, Inc.
D.D.C. · 2004 · confidence medium
See Hart v. Vermont Investment Ltd., 667 A.2d 578, 583 (D.C.1995); NRM Corp., 758 F.2d at 681-682; WMATA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) McLaurin v. National Railroad Passenger Corp. (\Amtrak\")"
D.D.C. · 2004 · confidence medium
“Under general contract law, the plain and unambiguous meaning of an instrument is controlling, and the Court determines the intentions of the parties from the language used by the parties to express their agreement.” See WMATA v. Mergentine Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see Lucas v. U.S. Army Corps of Eng’rs, 789 F.Supp. 14, 16 (D.D.C.1992) (“Intent is construed by an objective standard and evidenced from the words of the contract itself.”). 1.
cited Cited as authority (rule) Ameren Services Co. v. Federal Energy Regulatory Commission
D.C. Cir. · 2003 · confidence medium
We determine the plain meaning of a contract “from the language used by the parties to express their agreement.” WMATA v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Schwartz v. Paralyzed Veterans of America
D.D.C. · 1996 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see Dixon v. Wilson, 192 A.2d 289, 291 (D.C.1963).
cited Cited as authority (rule) Mulligan v. Resolution Trust Corp.
D.D.C. · 1995 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Charles O'Hara and Jerry Howard v. District No. 1-Pcd, Meba, Afl-Cio
D.C. Cir. · 1995 · signal: cf. · confidence medium
Cf. Washington Metropolitan Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (interpreting plain language of contract is question of law).
cited Cited as authority (rule) David & Hagner, P.C. v. DHP, Inc.
D.D.C. · 1994 · confidence medium
Hinkel & Co. v. Manhattan Co. [ 506 F.2d 201, 204 (D.C.Cir 1974) ]; Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) The Ltv Corporation v. Gulf States Steel, Inc. Of Alabama
D.C. Cir. · 1992 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Geico v. Valentine Fetisoff
D.C. Cir. · 1992 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Monarch Life Insurance Company v. Martha S. Elam
D.C. Cir. · 1990 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (contract interpretation in the absence of extrinsic evidence); Cross v. American Country Ins.
cited Cited as authority (rule) Trustees of Asbestos Workers Local Union No. 25 Ins. Trust Fund v. Metro Insulators, Inc.
6th Cir. · 1990 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980). 12 Powell Pressed Steel Co., 770 F.2d at 612 .
discussed Cited as authority (rule) The Hoh Company, and George Hyman Construction Company v. The Travelers Indemnity Company
D.C. Cir. · 1990 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see also NRM Corp. v. Hercules, Inc., 758 F.2d 676, 682 (D.C.Cir.1985) ("Generally, interpretation of a facially clear contract is considered a question of law and is for the court”).
discussed Cited as authority (rule) Simon A. Hershon v. Gibraltar Building & Loan Association, Inc. (2×)
D.C. Cir. · 1989 · confidence medium
Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (“the question of interpreting the plain language of a contract is a question of law ... and appellate courts are not limited to the clearly erroneous standard of review unless extrinsic evidence was [properly] utilized”).
discussed Cited as authority (rule) Boston Edison Company v. Federal Energy Regulatory Commission, City of Holyoke Gas and Electric Department, Intervenors
1st Cir. · 1988 · confidence medium
See Paterson-Leitch Co. v. Massachusetts Municipal Wholesale Electric Co., 840 F.2d 985, 991 (1st Cir.1988) (“when the wording of a contract is unambiguous, the terms will be enforced”); Edmonds, 642 F.2d at 881 (similar); Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (court must, in the first instance, “determine[] the intention of the parties from the language used by the parties to express their agreement”).
cited Cited as authority (rule) The Realex Chemical Corporation v. S.C. Johnson & Son, Inc.
8th Cir. · 1988 · confidence medium
Washington Metro Area Trans. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) Horn & Hardart Company v. National Railroad Passenger Corporation (2×)
D.C. Cir. · 1986 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corporation, 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Paul W. Weimer v. Kurz-Kasch, Inc.
6th Cir. · 1985 · confidence medium
Washington Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) Joseph Policy William Driscoll John Chufo v. The Powell Pressed Steel Company
6th Cir. · 1985 · confidence medium
Thus, when reviewing the trial court’s interpretation of a contract, an appellate court is not limited to the clearly erroneous rule, since a district judge’s conclusions of law are freely reviewable by the court of appeals. 1 Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited as authority (rule) Nrm Corporation v. Hercules Incorporated
D.C. Cir. · 1985 · confidence medium
Hinkel & Co. v. Manhattan Co., supra, 506 F.2d at 204 ; WMATA. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) Keene Corp. v. Insurance Co. of North America
D.D.C. · 1985 · confidence medium
“Under general contract law, ... the Court determines the intention of the parties from the language used by the parties to express their agreement____ In performing this task the Court should construe the contract as a whole so as to give meaning to all of the express terms.” Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980) (citations omitted); O’Brien & Gere Engineers, Inc. v. Taleghani, 525 F.Supp. 750, 760 (E.D.Pa.1981).
cited Cited as authority (rule) Howard University v. Best
D.C. · 1984 · confidence medium
Washington Metropolitan Area Transit Auth. v. Mergentime Corp., 200 U.S.App.D.C. 95, 97 , 626 F.2d 959, 961 (1980). 2 .
discussed Cited as authority (rule) Fed. Sec. L. Rep. P 91,479 in Re U.S. Financial Securities Litigation. Societe Generale De Banque, Rentinvest, North American Fund a and Itf Fund, Ltd. v. Touche Ross & Co., Societe Generale De Banque, Rentinvest, North American Fund a and Itf Fund, Ltd. v. Brown, Wood, Fuller, Caldwell & Ivey and Brown, Wood, Ivey, Mitchell & Petty
9th Cir. · 1984 · confidence medium
Benefit Administration, 688 F.2d 1228 , 1230 (9th Cir.1982); Paragon Resources v. National Fuel Gas Distribution, 695 F.2d 991, 995 (5th Cir.1983); Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980). 1 Because a trial court's review of extrinsic evidence is essentially an inquiry into the intent of the contracting parties, its conclusions based on such evidence must be accorded great weight.
discussed Cited as authority (rule) Societe Generale De Banque v. Touche Ross & Co.
9th Cir. · 1984 · confidence medium
Benefit Administration, 688 F.2d 1228 , 1230 (9th Cir.1982); Paragon Resources v. National Fuel Gas Distribution, 695 F.2d 991, 995 (5th Cir.1983); Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980). 1 Because a trial court’s review of extrinsic evidence is essentially an inquiry into the intent of the contracting parties, its conclusions based on such evidence must be accorded great weight.
discussed Cited as authority (rule) Bolling Federal Credit Union v. Cumis Insurance Society, Inc. (2×)
D.C. · 1984 · confidence medium
Recognizing that we should "construe the contract as a whole so as to give meaning to all of the express terms," Washington Metropolitan Area Transit Authority v. Mergentime Corp., 200 U.S.App.D.C. 95, 97 , 626 F.2d 959, 961 (1980), the language in the release must necessarily be read to encompass losses of which Bolling had knowledge, as well as those which existed but were not yet identified, at the time the release was signed. [6] In support of its position Bolling also argues, relying heavily upon Fidelity and *386 Deposit Co. of Maryland v. President and Directors of Georgetown College, 4…
discussed Cited as authority (rule) Culinary And Service Employees Union, Afl-Cio Local 555 v. Hawaii Employee Benefit Administration, Inc.
9th Cir. · 1982 · confidence medium
Washington Metropolitan Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see Chandler Supply Co. v. GAF Corp., 650 F.2d 983, 988-89 (9th Cir. 1980). 1 The district court was not clearly erroneous in determining that the removal of the Rutledges did not violate the trust agreements. 3 The district judge properly found the language of Article V(B) to be ambiguous.
discussed Cited as authority (rule) Culinary & Service Employees Union v. Hawaii Employee Benefit Administration, Inc.
9th Cir. · 1982 · confidence medium
Washington Metropolitan Area Transit Auth. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); see Chandler Supply Co. v. GAF Corp., 650 F.2d 983, 988-89 (9th Cir. 1980). 1 The district court was not clearly erroneous in determining that the removal of the Rutledges did not violate the trust agreements.
cited Cited as authority (rule) Pennsylvania Avenue Development Corp. v. One Parcel of Land
D.C. Cir. · 1981 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited as authority (rule) Pennsylvania Avenue Development Corporation v. One Parcel of Land in the District of Columbia National Press Building Corporation, Pennsylvania Avenue Development Corporation v. One Parcel of Land in the District of Columbia Edmund W. Dreyfuss
D.C. Cir. · 1981 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentine Corp., 626 F.2d 959, 961 (D.C.Cir.1980). 7 If there is a prior agreement between the parties as to allocation of a condemnation award, that agreement, of course, governs the disposition of the award.
cited Cited as authority (rule) Nicolas M. Salgo Associates v. Continental Illinois Properties
D.D.C. · 1981 · confidence medium
Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited "see" Kutler, Stanley I. v. Carlin, John W.
D.C. Cir. · 1998 · signal: see · confidence high
See WMATA v. Mergentime Corp., 626 F.2d 959 , 962 n. 3 (D.C.Cir.1980) (“Reference in a contract to extraneous writings renders them part of the agreement for the indicated purposes.”).
cited Cited "see" Gandal v. Telemundo Group, Inc.
D.D.C. · 1992 · signal: see · confidence high
See WMATA v. Mergentime Cory., 626 F.2d 959, 961 (D.C.Cir.1980).
cited Cited "see" United States of America, Appellee/cross-Appellant v. Leon G. Feterl, Appellant/cross-Appellee
8th Cir. · 1988 · signal: see · confidence high
See Washington Metro Area Trans. v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980).
discussed Cited "see, e.g." MCI Telecommunications Corporation v. Federal Communications Commission and United States of America, Southern Pacific Communications Company, U.S. Telephone Communications, Inc., National Telephone Cooperative Association, U.S. Independent Telephone Association, American Telephone & Telegraph Company, Gte Service Corporation, Western Union Telegraph Company, National Association of Regulatory Utility Commissioners, United States Transmission Systems, Inc., Association of Long Distance Telephone Companies, Intervenors. MCI Telecommunications Corporation v. Federal Communications Commission and United States of America, Southern Pacific Communications Company, U.S. Telephone Communications, Inc., National Telephone Cooperative Association, U.S. Independent Telephone Association, American Telephone & Telegraph Company, Gte Service Corporation, Western Union Telegraph Company, National Association of Regulatory Utility Commissioners, Association of Long Distance Telephone Companies, Intervenors. United States Transmission Systems, Inc. v. Federal Communications Commission and United States of America, MCI Telecommunications Corporation, American Telephone & Telegraph Company, Southern Pacific Communications Company, National Telephone Cooperative Association, Gte Service Corporation, Western Union Telegraph Company, Association of Long Distance Telephone Companies, Intervenors. Satellite Business Systems v. Federal Communications Commission and United States of America, MCI Telecommunications Corporation, American Telephone & Telegraph Company, U.S. Transmission Systems, Inc., U.S. Independent Telephone Association, Western Union Telegraph Company, National Telephone Cooperative Association, Gte Service Corporation, Southern Pacific Communications Company, Association of Long Distance Telephone Companies, Intervenors. Satellite Business Systems v. Federal Communications Commission and United States of America, MCI Telecommunications Corporation, American Telephone & Telegraph Company, U.S. Independent Telephone Association, Western Union Telegraph Company, Gte Service Corporation, Southern Pacific Communications Company, National Telephone Cooperative Association, Association of Long Distance Telephone Companies, Intervenors. MCI Telecommunications Corporation v. Federal Communications Commission and United States of America, National Telephone Cooperative Association, Gte Service Corporation, U.S. Independent Telephone Association, Bell Operating Companies, Southern Pacific Communications Company, Western Union Telegraph Company, Association of Long Distance Telephone Companies, Satellite Business Systems, Intervenors. Bell Telephone Company of Pennsylvania v. Federal Communications Commission and United States of America, MCI Telecommunications Corporation, Southern Pacific Communications Company, U.S. Independent Telephone Association, U.S. Telephone Communications, Inc., Gte Service Corporation, National Telephone Cooperative Association, Association of Long Distance Telephone Companies, Western Union Telegraph Company, Satellite Business Systems, Intervenors. U.S. Telephone Communications, Inc. v. Federal Communications Commission and United States of America, MCI Telecommunications Corporation, Gte Service Corporation, Bell Operating Companies, Southern Pacific Communications Company, Association of Long Distance Telephone Companies, Western Union Telegraph Company, Intervenors
D.C. Cir. · 1983 · signal: see, e.g. · confidence medium
See, e.g., Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); Papago Tribal Utility Authority v. Federal Energy Regulatory Commission, 610 F.2d 914, 929 (D.C.Cir.1979).
discussed Cited "see, e.g." MCI Telecommunications Corp. v. Federal Communications Commission
D.C. Cir. · 1983 · signal: see, e.g. · confidence medium
See, e.g., Washington Metropolitan Area Transit Authority v. Mergentime Corp., 626 F.2d 959, 961 (D.C.Cir.1980); Papago Tribal Utility Authority v. Federal Energy Regulatory Commission, 610 F.2d 914, 929 (D.C.Cir.1979).
Retrieving the full opinion text from the archive…
WASHINGTON METROPOLITAN AREA TRANSIT AUTHORITY to the Use and Benefit of Head Construction Company
v.
MERGENTIME CORPORATION Et Al., Appellants, (Two Cases)
79-1545, 79-1628.
Court of Appeals for the D.C. Circuit.
May 15, 1980.
626 F.2d 959
Daniel Webster Coon, Rockville, Md., with whom Dawn White, Rockville, Md., was on the brief, for appellants., Edgar T. Bellinger, Washington, D. C., with whom John C. Hayes, Jr. and Leslie M. Shulman, Washington, D. C., were on the brief, for appellee, Head Const. Co.
McGowan, MacKinnon, Pratt.
Cited by 58 opinions  |  Published
4 passages pin-cited by 5 cases
Pinpoint authority: #25,507 of 633,719
Citer courts: D.C. Circuit (3) · Court of Appeals of Texas (2)

Opinion for the Court filed by Circuit Judge MacKINNON.

MacKINNON, Circuit Judge.

The Head Construction Company [hereafter Head], sued a joint venture of the Mergentime Corporation and P&Z Co., Inc., [hereafter Mergentime], and its surety the Federal Insurance Company [hereafter Insurance Company], alleging that Mergentime owes it an unpaid balance of $99,597.65 (J.A. 7) on their subcontract whereby Head undertook to finish the segment of the Metropolitan subway that Mergentime had agreed to construct in its prime contract with the Washington Metropolitan Area Transit Authority [hereafter Transit Authority or owner], Mergentime is withholding the claimed sum on the ground that it is a valid set off for part of the cost of insurance which, under the subcontract, Head was obligated to procure but refused to do so and Mergentime was therefore required to purchase the insurance. That Mergentime is withholding the sum sued for is not in dispute. [1] The case is determined by the interpretation of the relevant contracts.

I.

The controversy in this case involves the construction of the subcontract[*961] between Head and Mergentime. Under general contract law, the plain and unambiguous meaning of an instrument is controlling, Vogel v. Tenneco Oil Co., 465 F.2d 563, 565 (D.C.Cir.1972), and the Court determines the intention of the parties from the language used by the parties to express their agreement. E. P. Hinkel & Co., Inc. v. Manhattan Co., 506 F.2d 201, 204 (D.C.Cir.1974). In performing this task, the Court should construe the contract as a whole so as to give meaning to all of the express terms. California Pacific Bank v. Small Business Administration, 557 F.2d 218, 223 (9th Cir. 1977). Finally, the question of interpreting the plain language of a contract is a question of law for the Court, dayman v. Goodman Properties, Inc., 518 F.2d 1026, 1034 (D.C.Cir.1973); Framlau Corp. v. United States, 568 F.2d 687, 691 n.10 (Ct.Cl.1977), and appellate courts are not limited to the clearly erroneous standard of review unless extrinsic evidence was utilized. Thornton v. Bean Contracting Co., 592 F.2d 1287, 1290 (5th Cir. 1979).

We find it unnecessary to go beyond the clear and plain wording of the contracts in this case. Upon a de novo review of their language and all their parts, we hold that the district court interpreted the Subcontract incorrectly, and that decision is reversed.

II.

The following is a detailed description and analysis of the pertinent parts of the contracts in this case.

Mergentime’s Construction Contract with the Transit Authority.

In 1971 Mergentime entered into a contract with the Transit Authority, the “owner” of the project, for the construction of a portion of the subway rail system for the metropolitan area of the District of Columbia. The terms of the contract with the Transit Authority designated Mergentime as the “general contractor”, and therein Mergentime obligated itself to the Transit Authority to complete the entire portion of the segment of the project covered by their contract. In return the Transit Authority agreed to pay Mergentime from time to time as the construction progressed.

Mergentime’s Management Contract with Head.

On June 17, 1971, Mergentime executed a management contract with Head under which the entire remainder of the work, required of Mergentime under its contract with the Transit Authority, would be under the coordination and supervision of Head. However, since Head had only undertaken a management contract, Mergentime remained directly liable to the Transit Authority for all obligations under the prime contract. Consistent with the undertaking between the parties that the prime contract created, the Transit Authority made all progress payments to Mergentime as the work progressed.

Mergentime’s Subcontract with Head for Completion of the Construction.

On August 28, 1973, after 2 years of ojperations under the management contract, Mergentime and Head entered into a second agreement termed a “Subcontract” [hereafter Second Contract]. Under the terms of this Second Contract the parties agreed to:

“cancel and . . terminate the previous Management Agreement between them, and . . . [the] Subcontract [Second Contract] supersede^] the prior Management Agreement to the end that the remaining work to be performed under such general contract shall be performed by the Subcontractor [Head] under the terms and conditions of this Subcontract.” (J.A. 12-13) (Emphasis added).

In other words, under the Subcontract Head became in effect the prime contractor except that the Transit Authority still looked to Mergentime as the party responsible to it for the completion of the railway segment. [2] The second agreement termed[*962] Mergentime and Head, the “Contractor” and “Subcontractor” respectively (J.A. 12). Among its terms and conditions, Head agreed in section 4(f) to “keep harmless and indemnify” Mergentime and the Transit Authority against certain claims as follows:

Sec. 4(f) In accordance with Article 2.13 of the Special Conditions of Specification No. 1FB-C-15 of the Prime Contract, it is agreed that the Subcontractor [Head] shall save and keep harmless and indemnify the Contractor [Mergentime] and the Owner [Transit Authority] against any and all liability claims, and the costs of whatsoever kind and nature arising or alleged to arise for injury, including personal injury to or death of any person or persons, and for loss or damage to any property, occurring in connection with or in any way incident to or arising out of the occupancy, use, service, operations, or performance of work in connection with this contract, resulting in whole or in part from the negligent acts, errors or omissions of the Subcontractor [Head] or any employee, agent or representative of the Subcontractor [Head] regardless of whether or not the Owner [Transit Authority] or the Contractor [Mergentime], their directors, officers, agents, or employees may be contributorily negligent in their actions causing such claims. (J.A. 18) (Emphasis added).

It is significant that in this part of the Second Contract Head undertakes to “indemnify” Mergentime and the Transit Authority “against any and all liability claims . .” Id. In addition, he agrees to indemnify Mergentime and the Transit Authority not only for the “negligent acts . of [Head and his] employees, but he also assumes all the liability of Mergentime and the Transit Authority even though “the Owner [Transit Authority] or the Contractor [Mergentime], their directors, officers, agents, or employees, may be contributorily negligent in their actions causing such claims.” Id. (Emphasis added). So if Head just insured his own direct risks as Subcontractor on the project he would not be protected by insurance covering the risks of the “Owner” (Transit Authority) and “Contractor” (Mergentime) that Head agreed to “indemnify” in Section 4(f) of the Subcontract.

In the next section, 4(g), Head in essence agreed to provide insurance policies to protect the Transit Authority and Mergentime against liability from the risks it had generally agreed to indemnify, which are referred to [3] and more particularly described in Article 2.13 of the Prime Contract:

Sec. 4(g) The Subcontractor [Head] shall procure and maintain, at its own expense, the policies of insurance required by said Article 2.13 [4] of the Special Conditions, which article is incorporated herein by reference. [5] Such policies of insurance shall include Contractor’s [Mergentime’s] comprehensive general liability insurance, including contractual obligations, workmen’s compensation, automobile liability insurance, protective liability insurance, and railroad protective insurance, covering the risks described and for the face amount of the policies as specified in Article 2.13 above. (J.A. 18) (Emphasis added).

[*963] Since Article 2.13 is part of the prime contract, and describes the insurance requirements of the parties to that contract, [6] it is clear that Head undertook in the Second Contract to procure the same insurance policies that Mergentime had been required to furnish and in addition to cover the “Contractor’s [Mergentime’s] . . . liability, etc. . . . ” Id.

, As set forth above, the Second Contract specifically requires that “such policies of insurance shall include Contractor’s [Mergentime’s] comprehensive liability insurance, including [those specified policies] covering the risks described and the face amount of the policies as specified in Article 2.13.” (Emphasis added). In the Second Contract “Contractor” by definition means Mergentime and the capitalization of “Contractor’s” indicates that a specific contractor [Mergentime] is being referred to and not “contractors” generally. [7]

The terms of the Second Contract are also conclusive on the principal issue here, i. e., that Head agreed to “procure and maintain, at its own expense, the policies of insurance required by said Article 2.13. .” (Emphasis added). This means the exact policies that 2.13 requires Mergentime to procure and maintain. Head as a “subcontractor” under Article 2.13 of the prime contract had also been required under Article 2.13(f) “to carry the insurance coverages required herein . . ”, [8] i. e., the insurance required of subcontractors. Thus by the Second Contract Head agreed to carry all the policies that Mergentime was required to carry as well as covering Mergentime and Head (as subcontractor) for all the “risks described and for the amounts specified in Article 2.13. . . . ”

The “risks described ... as specified in Article 2.13 . . . ” are all risks that the contractor “Mergentime” had undertaken to cover. (J.A. 18). The breadth of Head’s potential liability which flows from the “keep harmless and indemnify” provision that Head agreed to in the Second Contract, applicable as it is to the “Contractor” [Mergentime] and the “Owner” [Transit Authority], would expose Head individually to millions of dollars of unprotected risks if he did not take out insurance covering Mergentime and the Transit Authority for their risks that he had undertaken to indemnify. In this respect the quoted provisions in Section 4(f) and (g) bear the same relationship to each other as do Section 2.13(a) and (b) of the Special Conditions in the prime contract. (J.A. 65-67, and see Appendix). In fact, the terms of Section 4(f) and (g) practically track the terms of Section 2.13(a) and (b) except that 4(f) and (g) add Mergentime as an additional insured that Head agreed to cover. When the parallel provisions of the prime contract and the Second Contract are compared it becomes crystal clear that the intent and purpose of Sections 4(f) and (g) of the Second Contract was merely to pass on to Head the exact same insurance obligations that Mergentime as the performing contractor had agreed to assume in the prime contract and to add Mergentime as an additional insured. [9] That Head was becoming[*964] the performing contractor in all practical respects is further reflected by the fact that Mergentime agreed in the Subcontract that Head was entitled to all the “remaining money due under the Contract with the Owner [Transit Authority]”, except payments for prior work. Section 10 (J.A. 20).

There is further support for interpreting the Second Contract as requiring Head to take out insurance policies for other parties. When Head contracted with Mergentime to procure and maintain insurance policies of the kind and covering the risks specified in Article 2.13 of the Prime Contract, that obligation included Article 2.13(b)(4) which requires a policy described as follows: “A Protective Liability Insurance Policy issued to and covering the liability of the [Transit] Authority . . . [etc., and the liability of the] District of Columbia” where required by the General Agreement. This indicates that Head’s insurance obligations, specified as they were in Section 4(g) and Article 2.13, extended beyond an obligation only to insure himself as a normal subcontractor.

III.

We thus find that Head did not comply with Section 4(g) of the Second Contract when he covered only his individual risk with insurance policies of the type and amounts described in Article 2.13 of the prime contract. In that contract Head, in effect, became the prime contractor, in everything except being recognized by the Transit Authority as replacing Mergentime, for the completion of the remaining segment of the subway to which the contract applied.

In sum, the contract between Head and Mergentime required Head to “procure and maintain at [Head’s] expense [all] the policies of insurance required by Article 2.13 . covering the risks described . in Article 2.13.” Reference to Article 2.13, and to the “risks described”, clearly indicates that the parties were referring to the risks specified in Sec. 2.13 of the Prime Contract, to which the “Owner” [Transit Authority], the “Contractor” [Mergentime], and persons referred to as Subcontractors in the prime contract, were potentially liable. It is their risks, as well as the risks of Head as the performing contractor (subcontractor), that are described and are required to be covered by insurance policies procured at Head’s expense. Therefore Head did not fully comply with Section 4(g) of his contract with Mergentime when he took out insurance policies of the required amounts and types that covered only the risks he incurred in his personal performance as a subcontractor.

Because of Head’s refusal to furnish the insurance policies required by the Second Contract, Mergentime is entitled to keep the sums it has retained to compensate it for procuring the insurance Head failed to provide, and Head is obligated to pay Mergentime such additional sum as may be necessary to completely compensate Mergentime for the insurance it supplied due to Head’s default. The judgment of the district court is therefore vacated and the case is remanded with instructions to enter judgment in accordance with this opinion.

Judgment accordingly.

APPENDIX

TABLE OF CONTENTS

SECTION 2

SPECIAL CONDITIONS

2.13 INDEMNIFICATION AND INSURANCE

(a) The Contractor shall save and keep harmless and indemnify the Authority against any and all liability claims, and the costs of whatsoever kind and nature arising or alleged to arise for injury, including personal injury to or death of any person or persons, and for loss or damage to any property; occurring in connection with or in any way incident to or arising out of the occupancy, use, service, operations, or performance of work in connection with this[*965] contract, resulting in whole or in part from the negligent acts, errors or omissions of the Contractor, any subcontractor, or any employee, agent or representative of the Contractor or subcontractor; regardless of whether or not the Authority, its directors, officers, agents, or employees may be contributorily negligent in their actions causing such claim(s).

(b) The Contractor shall procure and maintain, at his own cost and expense, during the entire period of the performance under this contract, the following types of insurance:

(1) Workmens’ Compensation —A policy complying with the requirements of the Statutes of the District of Columbia, and if there is an exposure by any of the Contractor’s Personnel — U, S. Longshoremen’s & Harborworkers’ Act, Jones Act or Admiralty Laws and Federal Employers’ Liability Act. The policy limit for Employers’ Liability shall be not less than $250,000.00.

(2) Contractor’s Comprehensive General Liability Insurance — A standard (10/66 Ed.) Comprehensive General Liability Insurance Policy or its equivalent or better issued to and covering the liability of the Contractor for all work and operations under or in connection with the contract and all obligations assumed by the Contractor under this contract. This included obligation to hold harmless the Transit Authority.

The coverage under such an insurance policy, or policies, shall have not less than the following limits:

PERSONAL INJURY LIABILITY
$ 300,000 Each person
5.000. 000 Each occurrence
5.000. 000 Annual aggregate.
PROPERTY DAMAGE LIABILITY
$ 1,000,000 Each occurrence
10.000. 000 Annual Aggregate

(3) Automobile Liability Insurance —An insurance policy covering the use of all owned, non-owned, hired, rented or leased vehicles bearing, or, under the circumstances under which they are being used required by the Motor Vehicle Laws of the District of Columbia, to bear license plates and not covered under the Contractor’s Comprehensive General Liability Insurance aforementioned. The coverage under such policy, or policies, shall have not less than the following limits:

BODILY INJURY LIABILITY
$1,000,000 Each person
5.000. 000 Each accident
PROPERTY DAMAGE LIABILITY
$1,000,000 Each Accident

(4) Protective Liability Insurance — A Protective Liability Insurance Policy issued to and covering the liability of the Authority, its engineering and general architectural consultants, its technical inspection forces, District of Columbia, and their directors, officers, representatives, agents and employees, both officially and personally, including omissions and supervisory acts (exclude however, Architects and/or Engineer’s design errors and omissions) with respect to all his subcontractors. Where required by General Agreement between the Authority and the District of Columbia such Protective Liability Insurance shall include District of Columbia as an additional assured. The coverage under such Protective Liability Policy shall have not less than the following limits:

PERSONAL INJURY LIABILITY
$ 300,000 Each person
5.000. 000 Each occurrence
PROPERTY DAMAGE LIABILITY
$ 5,000,000 Each occurrence
10.000. 000 Annual aggregate

(5) Railroad Protective Insurance — A policy providing insurance to the Washington Terminal Company, the C&O/B&O Railroad Company, the Pennsylvania & New York Central Transportation Company, and all other railroads operating on property owned by, or controlled by, the Washington Terminal Company. This policy shall be written under the standard railroad AAR-AASHO form and amendments thereto, and shall provide the following coverage:

(i) A Combined Single Limit of $2,000,-000 per occurrence, Personal Injury and Property Damage Liability, with exclusion “d” of the 1958 AASHOAAR form deleted.

(6) Other coverage as required by statute^).

[*966] (c) Before the contract will be executed by the Authority, the Contractor shall forward to the Authority for approval a certificate, or certificates, of the insurance required under the foregoing provisions, including special endorsements. Such certificate(s) shall be in a form satisfactory to the Authority and shall list the various coverages and limits. In addition to any provisions hereinbefore required, a provision of such insurance policies shall be that the policies shall not be changed or cancelled, and they will be automatically renewed upon expiration and continued in full force and effect until final acceptance by the Authority of all the work covered by the Contract, unless the Authority is given thirty (30) days written notice before any change or a cancellation is made effective. The Contractor shall promptly furnish the Contracting Officer with a certified copy of each insurance policy.

(d) All insurance must be procured from insurance or indemnity companies acceptable to the [Transit] Authority and licensed and authorized to do business in the District of Columbia. Authority approval or failure to disapprove insurance furnished by the Contractor shall not release the Contractor of full responsibility for liability damage and accidents as set forth herein.

(e) If at any time the above required insurance policies should be cancelled, terminated or modified so that the insurance is not in full force and effect as required herein, the Contracting Officer may terminate this Contract for default or obtain insurance coverage equal to that required herein, the full cost of which shall be charged to the Contractor and deducted from any payments due to the Contractor.

(f) Each Contractor shall require his subcontractors, at all tiers, to carry the insurance coverages required herein and to provide evidence of such insurance as specified in 2.13(c). In compliance of the insurance requirements specified herein the Contractor may have, at his option, the insurance coverages required herein provided by the Contractor’s insurer for all and/or any of his subcontractors at all levels, and if so elected by the Contractor the evidence of insurance submitted shall so stipulate.

(g) Any contract of insurance or indemnification naming the Authority, the United States of America or any of its departments, agencies, administrations or authorities, shall be endorsed to provide that the insurer will not contend in the event of any occurrence, accident, or claim that the Authority or the United States of America, et al., are not liable in tort by virtue of the fact of being governmental instrumentalities or public or quasi-public bodies.

(h) No separate payment will be made for providing insurance as prescribed herein but the cost thereof shall be included in the prices for the various items set forth in the Unit Price Schedule.

1

. Mergentime alleges that it was required to pay $104,306.76 for the necessary insurance, that it withheld $95,671.63, and that Head owes it $8,635.13. (J.A. 10).

2

. The Memorandum Order of the District Court denies that “the general thrust of the subcontract was to have Head take over all of [Mergentime’s] responsibilities under the prime contract”, but that was its plain intent. (J.A. 54)

3

. Reference in a contract to extraneous writings renders them part of the agreement for the indicated purposes. Maryland-National Capital Park and Planning Commission v. Lynn, 514 F.2d 829, 833 (D.C.Cir.1975). Thus, we may look in depth into the wording of Article 2.13.

4

. This does not say that Head shall procure only those policies of insurance required of subcontractors as specified by said Article 2.13(f). The statement in the Second Contract that Head “shall procure and maintain, at its own expense, the policies required by Article 2.13 . . .” (emphasis- added) is a clear indication that the policies are not to be limited to covering Head’s own risks. If the insurance policies were to insure only Head’s own risks he would normally bear such expense and it would be highly unusual in such case for a contract to provide that the cost of the policies would be at his [Head’s] own expense. This provision is thus another indication that the contract intended Head to carry insurance for some other party.

5

. See Appendix.

7

. In addition, Article 2.13(b)(2) capitalizes the first letter of each word in the phrase “Contractor’s Comprehensive General Liability Insurance”, indicating that the drafters considered this a specific kind of insurance to be obtained by the parties to the prime contract. In contrast, the drafters of the Second Contract use lower case letters, thus referring to a more general kind of insurance liability of Mergentime’s.

8

. See Appendix, Article 2.13(f).

9

. Other provisions in the Second Contract indicate that Head is taking over the entire contract, except that the Transit Authority looked directly to Mergentime as the party responsible for completing the designated construction. One such provision occurs in Section I:

“. . . the Subcontractor [Head] assumes, for the completion of the work covered by this Agreement, all obligations and responsibilities placed upon the Contractor [Mergentime] by the aforesaid ‘Contract Documents’ which said Contractor [Mergentime] has assumed toward the owner.” (J.A. 13) (Emphasis added).

Part of the “obligations and responsibilities [in the] . . Contract Documents” referred to include the insurance policy obligations required by the “General and Special Conditions . . . forming, or by reference made a part of, the contract between the Contractor [Mergentime] and the Owner [Transit Authority].” (J.A. 13. See also J.A. 17)