Category Archives: Interpretation

John Eldridge, ‘“Surrounding Circumstances” in Contractual Interpretation: Where are we Now?’

Abstract For several decades, the High Court’s pronouncements on the subject of contractual interpretation have generated confusion in intermediate appellate courts and caused considerable academic debate. The key difficulty relates to the question of when recourse may be had to evidence of ‘surrounding circumstances’ as an aid to construction. In particular, a controversy has emerged […]

Dimitrios Kyritsis, ‘Interpreting Legislative Intent’

Abstract Recent developments in the philosophy of language have revived philosophical interest in statutory interpretation. In particular, they have lent renewed support to the idea that legislative intent is a factual notion that determines the content of statutory law. The aim of this paper is to criticize this kind of ‘factual’ view of legislative intent. […]

Leonard Hoffmann, ‘Language and lawyers’

Introduction Do lawyers interpret the use of language differently from the way other people do? Do they have special rules of interpretation by which users of language are understood to mean something different from what would be understood by the ordinary person? There was a time when this was certainly true. But my purpose in […]

Maha Chaar, ‘Construction of Contracts: The Ambiguity Gateway and the Current State of the Law’

Abstract Over time there has been some judicial confusion as to when objective surrounding circumstances may be taken into account to assist in the construction of terms. The nature of the objective approach has meant that on occasion, courts have shown a reluctance to look outside the four corners of the contract unless it is […]

Kevin Toh, ‘Authenticity, Ontology, and Natural History: Some Reflections on Musical and Legal Interpretation’

Abstract This paper is an attempt to exploit a set of analogies between music and law. Both the originalist movement in law and the so-called period instrument movement in classical music gathered momentum in earnest in the late 1970s and the early 1980s. And both were reactions to earlier traditions of interpretation, in law and […]

Andrew Robertson, ‘Purposive Contractual Interpretation’

Abstract It is now well recognised that contractual purposes play an important role in the construction of contracts. The methods by which purposes are taken into account have not, however, been systematically explored. This article considers three central issues in the purposive construction of contracts: first, the reasons contractual purposes are relevant to the interpretation […]

‘Data Driven Contract Interpretation: Discovering “Plain Meaning” Through Quantitative Methods’

Stephen C Mouritsen, Contract Interpretation with Corpus Linguistics (November 4, 2017), available at SSRN. Interpretation of contractual text may be the most important task courts perform in contract disputes. It is also the least predictable. Courts fall back on archaic canons of interpretation and employ poorly defined and spongy concepts for eliciting the meaning of […]

Coyle and Weidemaier, ‘Interpreting Contracts Without Context’

Abstract Contracts always present questions of interpretation. This is nothing new. What is new is the concern that courts lack the tools to resolve many of these questions. When text is unclear, courts look to context, examining extrinsic evidence for clues as to what the parties intended. But what if there is no evidence of […]

Victoria Nourse, ‘Picking and Choosing Text: Lessons for Statutory Interpretation from the Philosophy of Language’

Abstract Textualists claim that they follow statutory text. This Article argues that, in practice, textualists often create meaning rather than find it. Deploying the analytics of linguistic philosophy, this Article takes a deep dive into textualist methodology. The philosophy of language reveals what legal scholarship has left submerged: The very choice of text can put […]

Gregory Klass, ‘Parol Evidence Rules and the Mechanics of Choice’

Abstract Although parol evidence rules have received their share of scholarly attention, relatively little has been paid to the rules for deciding when parties have agreed to integrate a writing. These integration rules, however, are as dark and full of subtle difficulties as are other parts of the rule. Starting from Hanoch Dagan and Michael […]