Maxim 5.5.5
In a contract of sale, an ambiguous agreement is to be interpreted against the seller.
In contractu venditionis, ambiguum pactum contra venditorem interpretandum est.
Source: Dig. 50.17.172; Black's, 2d. 64; Weisman, 13q
Difficulty 2/5 — Approachable
Explanation
The seller who drafts the terms bears the risk of unclear language — doubt is resolved in favor of the buyer.
Where this applies
- The contract for buying my house has a confusing clause — who does the court side with?
- The sales agreement has ambiguous warranty language drafted by the seller.
Legal domains
See also
Cite this maxim
NeCede Max. 5.5.5 — In a contract of sale, an ambiguous agreement is to be interpreted against the seller. — Dig. 50.17.172; Black's, 2d. 64; Weisman, 13q (In contractu venditionis, ambiguum pactum contra venditorem interpretandum est.)
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