Rules of contract interpretation: Latin but without limitation…
Found in: Blog
Found in: Blog
The purposes and objects to be secured by a contract and the circumstances surrounding the entry into a contract can be highly relevant to its interpretation.  That much is clear, but as a starting point one must examine and consider the meaning of the actual words that are used. In that regard, there are a number of lesser known textual rules which will affect how a contract is interpreted.
The meaning of a given word can be gathered from its associated words, or its textual context. This principle goes by the Latin phrase noscitur a socils. There are important sub-rules and related rules:
Such rules can be excluded expressly by the language of the contract, or impliedly. So, for example, to overcome issues with the application of the ejustem generis principle, the draftsperson could start with general words first and introduce specifics with a phrase such as “including without limitation”. This may drive the plain English proponents red in the face because, they will say, “including” already imports “is not limited to”. That might be so, but the inclusion of such words will help deter a court from applying ejustem generis. If still troubled by the legalise, the draftsperson could just say “including, for example…”
This also explains why lawyers like expansionary phrases such as “of whatever kind”, “howsoever arising” and “in connection with”.
Simplicity and precision in drafting is key. However, nuanced considerations are often involved are should not be overlooked in the interests of expediency.
 See Electricity Generation Corporation v Woodside Energy Ltd (2014) 251 CLR 640, as applied in Rinehart & Anor v Hancock Prospecting Pty Ltd & Ors  HCA 13.
 Hy Whittle Ltd v Stalybridge Corporation (1967) 65 LGR (UK) 344.
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