188. Necessity for clear words: the contra proferentem rule.

188. Necessity for clear words: the contra proferentem rule.

Contract (Volume 22 (2019)) | Commentary

c.     Rules of Construction

The underlying rule of construction (contra proferentem1) is that exemption clauses require clear words to exclude a liability which would otherwise arise2; and a similar attitude is taken by the courts to indemnity clauses3 and provisos4; but it may be that the rule applies