hired WQIS’s spill response team, with WQIS’s permission, to continue managing the oil spill response and cleanup efforts; (3) the excess insurers fully reimbursed ACL for all incurred defense costs; (4) ACL did not request or receive WQIS’s consent prior to incurring the defense costs; and (5) ACL did not submit a claim for defense costs to WQIS until after filing this action. The record also includes an affidavit from the representative of an excess insurer stating that WQIS ceased its active participation in ACL’s claims after reaching $5 million of liability under the Policy. The parties’ actions after the $5 million limit was reached provide some evidence of their intent and the customs and practices of the industry. See Hoyt v. Andreucci, 433 F.3d 320, 332 (2d Cir. 2006) (<HOLDING>); Mellon Bank, N.A. v. United Bank Corp. of
holding that extrinsic evidence is permissible to interpret an ambiguous contract holding that court may not use extrinsic evidence unless contract language is ambiguous holding that where an instrument is ambiguous all relevant extrinsic evidence may properly be considered in resolving the ambiguity holding that a court may consider extrinsic evidence to determine whether a contract is ambiguous holding that extrinsic evidence of the parties course of conduct may be considered where the contract language is ambiguous