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NeCede's

Maxim 10.2.18

In the construction of contracts, words are interpreted against the person using them.

In stipulationibus cum quaeritur quid actum sit, verba contra stipulatorem interpretanda sunt.

Source: D. 45, 1, 38; Jackson; Weisman, 22r Difficulty 2/5 — Approachable

Explanation

The drafter of a stipulation bears the risk of his own ambiguity; doubtful terms are construed against him who chose them.

Where this applies

  • The company drafted the contract and now a vague clause is being read against me instead of them.
  • Ambiguous contract terms should be interpreted against the party who wrote them.
  • I didn't write this agreement — the unclear parts should be construed against the drafter.

Legal domains

interpretation

See also

Cite this maxim

NeCede Max. 10.2.18 — In the construction of contracts, words are interpreted against the person using them. — D. 45, 1, 38; Jackson; Weisman, 22r (In stipulationibus cum quaeritur quid actum sit, verba contra stipulatorem interpretanda sunt.)

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