Article 266

What it means when you sign

This article has two parts. The first says that a doubt is resolved in favour of the obligor, meaning the party who owes the obligation. The second adds a limit for contracts of adhesion, which are contracts whose terms are set by one side and accepted by the other without bargaining. In those contracts, ambiguous wording may not be read in a way that harms the adhering party, meaning the one who simply accepted the terms.

When you are about to sign a contract, this article means that where a term is unclear, the doubt leans towards the party that owes the obligation, such as the one who has to pay or perform. If the contract is a standard form offered on a take-it-or-leave-it basis, an unclear clause may not be interpreted against the party who simply accepted it. The points to check are clauses that leave the amount, scope or duty uncertain, whether the contract is a standard form, and who drafted it. Unclear wording in a form contract is the typical place where this article comes into play.