Module 2 · Chapter 3

Contract Interpretation: How Courts Read Unclear Wording

When words can be read two ways, a court decides which reading wins. This chapter shows how it reads them, and how to write words that leave it nothing to decide.

≈ 6 min read 8-question test

In this chapter

  • How a court reads words that can mean two things
  • Why a time limit needs a start and a way to count
  • How two old rules of reading shaped the force majeure clause

3.1Contract interpretation in one paragraph

Every clause you draft may one day be read by someone looking for a way out of it. If the words can mean two things, each side will pick the meaning that suits it. If they cannot agree, a court decides. Your aim as the drafter is to leave the court nothing to decide.

Key point

Write each clause so that it can be read only one way. If it can be read two ways, a court picks one, and it may not be the one your client wanted.

Also in this chapter

  1. How a court reads a contract
  2. A time limit needs a start and a way to count
  3. Two old rules for unclear words
  4. Your job

Preview

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