ambiguity (am-bi-gyoo-<<schwa>>-tee), n. An uncertainty of meaning or intention, as in a
contractual term or statutory provision. Cf. MEANING. [Cases: Contracts 143(2); Statutes 190.
C.J.S. Contracts §§ 303–305; Statutes § 321.] — ambiguous (am-big-yoo-<<schwa>>s), adj.
“In the context of statutory interpretation the word most frequently used to indicate the doubt
which a judge must entertain before he can search for and, if possible, apply a secondary meaning
is ‘ambiguity’. In ordinary language this term is often confined to situations in which the same
word is capable of meaning two different things, but, in relation to statutory interpretation, judicial
usage sanctions the application of the word ‘ambiguity’ to describe any kind of doubtful meaning
of words, phrases or longer statutory provisions. Hinchy’s case prompted the suggestion that if, in
a particular context, words convey to different judges a different range of meanings ‘derived from,
not fanciful speculations or mistakes about linguistic usage, but from true knowledge about the
use of words, they are ambiguous.’ ” Rupert Cross, Statutory Interpretation 76–77 (1976).
ambiguity on the factum.An ambiguity relating to the foundation of an instrument, such as a
question relating to whether a testator intended for a particular clause to be part of an agreement,
whether a codicil was intended to republish a former will, or whether the residuary clause was
calculated ambiguity.A purposeful use of unclear language, usu. when two negotiating parties
cannot agree on clear, precise language and therefore leave a decision-maker to sort out the
meaning in case of a dispute. • Strictly speaking, this is a misnomer: the more precise term is
vagueness, not ambiguity. See VAGUENESS(1).
extrinsic ambiguity.See latent ambiguity.
intrinsic ambiguity.See patent ambiguity.
latent ambiguity.An ambiguity that does not readily appear in the language of a document,
but instead arises from a collateral matter when the document’s terms are applied or executed <the
contract contained a latent ambiguity: the shipping terms stated that the goods would arrive on the
Peerless, but two ships have that name>. — Also termed extrinsic ambiguity; equivocation;
ambiguitas latens. [Cases: Contracts 143(2); Evidence 452. C.J.S. Contracts §§ 303–305;
Evidence §§ 1222–1224.]
“Instead of this word ‘equivocation,’ the phrase ‘latent ambiguity’ is sometimes used by
courts, — ‘latent’ be-cause it does not develop until we seek to apply it and then discover the
equivocation. This phrase was invented by Lord Bacon, in one of his maxims, and it long held
sway; but it has only served to confuse discussion, and his other word for the same thing,
‘equivocation,’ is more suitable, and has come into general use since Professor Thayer’s masterly
analysis of the subject some fifty years ago.” John H. Wigmore, A Students’ Textbook of the Law
of Evidence 529 (1935). — In fact, the usual term today is latent ambiguity. — Eds.
patent ambiguity (payt-<<schwa>>nt). An ambiguity that clearly appears on the face of a
document, arising from the language itself <the nonperformance was excused because the two
different prices expressed in the contract created a patent ambiguity>. — Also termed intrinsic
ambiguity; ambiguitas patens. [Cases: Contracts 143(2); Evidence 451. C.J.S. Contracts §§
303–305; Evidence §§ 1222, 1224–1225.]
“[L]atent ambiguity … must be carefully distinguished from patent ambiguity, where words
are omitted, or con-tradict one another; for in such cases explanatory evidence is not admissible.
Where a bill of exchange was ex-pressed in words to be drawn for ‘two hundred pounds’ but in
figures for ‘£245,’ evidence was not admitted to show that the figures expressed the intention of
the parties.” William R. Anson, Principles of the Law of Contract 401 (Arthur L. Corbin ed., 3d
Am. ed. 1919). [Blacks Law 8th]