Section 2.20 Ambiguities Should Be Construed Against the Drafter—Contra Proferentem

LibraryContracts 2016 Supp

b. (§2.20) Ambiguities Should Be Construed Against the Drafter—Contra Proferentem

Simply stated, the rule of contra proferentem is that ambiguous language in a contract should be construed against the party responsible for the ambiguity. See, e.g., Vill. of Cairo v. Bodine Contracting Co., 685 S.W.2d 253, 264
(Mo. App. W.D. 1985). It is not necessary that the party against whom the contract is construed actually be the drafter of the contract language. If the party adopted and submitted the language, that is sufficient. Id. Accordingly, a party that uses a “form” contract is potentially just as liable for the negative implications of the...

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