"It is a true rule of
construction that the sense and meaning of the parties in any
particular part of an instrument may be collected ex antecedentibus
et consequentibus: every part of it may be brought into action in
order to collect from the whole one uniform and consistent sense,
if that may be done."1
It is often the case that where commercial contracts include a
recitals section preceding the operative provisions, the recitals
will be among those sections of the contract that have been
afforded the least consideration by the contracting parties during
the drafting stages. There is a widely-held perception that the
recitals are legally inconsequential, since their role is
fundamentally 'scene-setting' in nature and they do not
automatically form part of the operative, legally binding agreement
between the contracting parties. However, when a dispute arises
over contractual interpretation and a court or arbitrator is tasked
with deciphering an ambiguous provision,
