Certified Professional Contract Manager (CPCM) Practice Exam

The contra preferentem rule is a legal doctrine used primarily in contract interpretation. It applies when there is ambiguity or vagueness in the terms of a contract. The rule dictates that such ambiguous terms should be interpreted against the party that drafted the agreement, usually favoring the other party involved.

The correct answer illustrates that promoting clarity in contract terms is not what the contra preferentem rule dictates. Instead, the rule comes into play primarily after an agreement has been reached and an ambiguity needs to be resolved. The goal is to ensure fairness between the parties, rather than to promote clarity at the drafting stage. It serves to discourage drafters from using vague language because they may face disadvantages if disputes arise.

The other options relate directly to the function of the contra preferentem rule. Favoring the party who provided the language typically means giving the benefit of the doubt to the non-drafter in case of ambiguity. Supporting the intention behind the agreement reflects the understanding that the rule aims to honor the true intentions of the parties when the wording is unclear. Interpreting vague terms strictly against the drafter directly aligns with the essence of the contra preferentem rule, which seeks to prevent the drafter's advantageous positioning through ambiguous language.