Contra Proferentem Doctrine Law and Legal Definition

Contra Proferentem is a Latin term which means “against the offeror.” It refers to a standard in contract law which states that if a clause in a contract appears to be ambiguous, it should be interpreted against the interests of the person who insisted that the clause be included. This usually comes up when a contract is challenged in court. If the court reviews a contract and finds that a clause is ambiguous or could have more than one meaning, it determines which party wanted that clause included and interprets in favor of the other party. However the contra proferentem doctrine has no application when both parties are involved in the wording and the inclusion of the ambiguous clause in the contract.

Contra Proferentem Doctrine is also known as Ambiguity doctrine.