Contract Interpretation

The PDF attached below explains how contracts are interpreted under the law. The over-arching principle is to determine what the intent of the parties were at the time the contract was made. If the contract is found ambiguous, evidence beyond the words of the contract, can be used to determine the meaning and the intent of the parties. The ambiguity is usually construed against the drafter, especially if the drafter was in a superior position or employed an attorney.

  • Read the contract as a whole; do not read provisions in a vacuum;

  • Provisions and terms should not be interpreted so as to render any provision or term superfluous or meaningless;

  • The specific governs over the general.