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I signed a contract with a company that was going to do some work on my house. I have already put money down on the job. However, the agreement states that the job WILL be completed between date A and date B. But, I saw a later statement in the contract that says the job will be completed approximately between date A and date B. The date has already passed for when the job was to be completed. Am I obligated to stay with this company based on the confusing terms in the agreement?

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Am I obligated to stay with this company based on the confusing terms in the agreement?

It is hard to answer that question without knowing the status of the job (meaning, work progress) and whether any other clauses may be relevant to your inquiry. Thus, I would limit my answer only to how contract ambiguities are handled in a dispute.

If the company is the draftsman of the contract, the doctrine of contra proferentem entitles you to adopt the [reasonable] interpretation that favors your position regarding an ambiguity. This doctrine is cognizable in many jurisdictions, including the U.S., Canada, various countries in Europe and Asia.

By virtue of the same doctrine, if you are the one who drafted the contract, then the company can stick to the term of approximately between date A and date B so as to allege that the ambiguity entitles it to some reasonable flexibility beyond date B.

  • Contra preferentem is hardly ever used to resolve ambiguous contract terms in real courts. – Dale M Dec 2 '18 at 19:52
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    @DaleM You really need to do some legal research and exercise some self-restraint before you try to disqualify others' answers with your inaccuracies. This query shows over a thousand court decisions relating to contra proferentem in U.S. courts. By opening the very first search result (released on November 28, 2018, just four days ago) you will see an appellate opinion doing an extensive assessment of the appellant's contra proferentem argument. – Iñaki Viggers Dec 2 '18 at 20:55
  • I’m not saying such arguments are not made but they are rarely used to resolve the ambiguity. Courts will apply plain reading, industry practice and the avoidance of absurdity first - only in the rare cases where those fail do they turn to contra proferentum – Dale M Dec 2 '18 at 22:33
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    @DaleM We need not go too far back in time to find a case in real courts where the court turned to contra proferentem: September 25, 2018. Regardless, the frequency of contra proferentem elsewhere is irrelevant to the feasible ambiguity as described by the OP in his inquiry. – Iñaki Viggers Dec 2 '18 at 23:40
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The statements are not contradictory. They both require the work to be done between the two dates.

If the contract contains other terms that allow the dates to be changed then those should have been followed.

Not starting and finishing between the two dates is a breach of contract but it is unlikely to be one that would justify termination. Time breaches only justify termination if they are egregious or the contract specifically says the do (time is of the essence).

By failing to meet the dates time is probably “at large” which means that the work must be done within a reasonable time.

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    No, the statements do not both require the work to be done between the two dates, only one of the statements requires it. The second statement suggests that the work will be done between those dates. – user6726 Dec 2 '18 at 20:57

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