Commentary

30.2 Application of contra proferentem rule to commercial contracts

BOILERPLATE AND COMMERCIAL CLAUSES vol 4(3)
| Commentary

30.2 Application of contra proferentem rule to commercial contracts

| Commentary

30.2 Application of contra proferentem rule to commercial contracts

Where unclear wording is to be interpreted against the party in whose favour the clause is made, the rule seems to be that wording is interpreted against the party who benefits from the wording, not that the wording will be construed against the party which drafted the wording1. The rule will not apply if:

  1. (a)

        the wording is clear and unambiguous; or

  2. (b)

        the wording does not clearly benefit one party, or benefits both parties equally.

It has been held that the contra proferentem rule does not apply to a clause which

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