Category Archives: Interpretation
Marc Moore, ‘Contract interpretation and the employment relation: from commercial to industrial common sense?’
ABSTRACT The recent (2024) Supreme Court decision in Tesco Stores Ltd v Union of Shop, Distributive and Allied Workers has attracted interest from across the legal community. For labour lawyers, the case provides a valuable opportunity to interrogate the legality of the controversial ‘fire and rehire’ practices that have become a constant of the industrial […]
Jonathan Saunders, ‘A Normative and Pragmatic Argument for Textualism and Stability within the Law on Contractual Interpretation: a Critique of Sara and Hossein v Blacks [2023] UKSC 2′
ABSTRACT This article comments on the development of the case law within the sphere of contractual interpretation. It presents a normative argument for a more literalist approach that echoes Lord Neuberger’s restatement of the law in Arnold v Britton. The article uses, as a case study, the Supreme Court’s most recent judgment on contractual interpretation […]
Kastner and Leib, ‘Recitals And Contract Interpretation’
ABSTRACT Despite longstanding interest in the interplay between text and context in contract interpretation among courts and commentators, recitals – the ‘whereas’ clauses or prefatory provisions at the start of a contract, which operate at the edge of the document’s ‘four corners’ – have yet to be given much scholarly attention, let alone theorized. This […]
Yonathan Arbel, ‘The Generative Reasonable Person’
ABSTRACT This Article introduces the generative reasonable person, a new tool for estimating how ordinary people judge reasonableness. As claims about AI capabilities often outpace evidence, the Article proceeds empirically: adapting randomized controlled trials to large language models, it replicates three published studies of lay judgment across negligence, consent, and contract interpretation, drawing on nearly […]
‘Forever is a long time: rethinking termination in indefinite agreements’
In January 2025, we considered the High Court decision in Zaha Hadid Ltd v Zaha Hadid Foundation, which held that the company was bound by a trademark licensing agreement until terminated by the foundation, and that this arrangement did not offend the doctrine of restraint of trade. The Court of Appeal has now overturned that […]
Tyler Moore, ‘What is the Point of Legal Interpretation?’
ABSTRACT What is the point of legal interpretation? Or what fundamental purpose (or purposes) should judges seek to accomplish when they exposit and apply legal texts? Ronald Dworkin and Joseph Raz, two of the most prominent legal philosophers in the last century, rarely agree. Yet both present this question as central for all genres of […]
Warren Swain, ‘The Law of Contract, Interpretation and the “Great Object”’
ABSTRACT In recent debates about the proper approach towards the interpretation of contract terms insufficient attention has been paid to the history of the subject. A close examination of that history shows that there are strong traces of both textual and contextual approaches. The balance between them is not however constant. Opposing factors have pulled […]
Natasya Yunita Sugiastuti and others, ‘Application of the Contra Proferentem Rule in Business Contract Interpretation: Lessons Learnt from Singapore Court Decisions’
ABSTRACT Ambiguity in contractual clauses is a frequent source of disputes and provides the basis for applying the contra proferentem principle under Article 1349 of the Indonesian Civil Code. However, Indonesian contract law lacks an adequate methodological framework to determine when a clause should be classified as ambiguous, resulting in the risk that contra proferentem […]
‘Contract Interpretation and Patent Renewal Services’
Sid DeLong provided the helpful reminder on this Blog that, in order to understand a case, you have to understand the business. With my background in the humanities and my disinterest in commercial matters, this was a challenge for me as a law student. But in practice, I found the process of getting to understand […]
Eleonora Dimitrova, ‘Contract Interpretation in English Law: Doctrinal Analysis, Practical Guidance, and Student Exercises’
ABSTRACT Contract interpretation occupies a central and persistently unstable position in English private law. Since Investors Compensation Scheme v West Bromwich Building Society, courts have formally rejected literalism while continuing to rely on proxies of objectivity – textual primacy, commercial common sense, and the reasonable observer – to constrain judicial discretion. The result is not […]