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ARTICLE · 12 OCTOBER 2009

Interpretation Of Contract Documents: The Search For Meaning

Most contracts are in writing, whether a formal deed or agreement, or a less formal memorandum or heads of agreement, or correspondence.

AustraliaCorporate/Commercial Law
Sandy Donaldson
Sandy Donaldson

Most contracts are in writing, whether a formal deed or agreement, or a less formal memorandum or heads of agreement, or correspondence. Whatever form the record of the contract may take, it is common for parties later to disagree on what words in the contract mean.

Language, or more particularly words as they are used in language, may not have precise meanings. Words can have many meanings, or shades of meanings (this is the linguistic concept of polysemy). The meaning of a single word or phrase in a contract can be very significant, and have substantial consequences, whether beneficial or detrimental, for a party.

An example was given by Steven Pinker at the commencement of his recent book The Stuff of Thought (Steven Pinker is now a Professor in the Department of Psychology at Harvard University, and previously taught in the Department of Brain & Cognitive Sciences at MIT).

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