Practice point: If the language is ambiguous, its construction presents a question of fact that cannot be resolved on a motion for summary judgment.
Practitioners should note that the rule that ambiguous language will be construed against the drafter does not apply when the agreement resulted from negotiations between commercially sophisticated entities.
Case: Shadlich v. Rongrant Assoc., LLC, NY Slip Op 07394 (2d Dept. 2009)
The opinion is here.
Monday’s issue: Motion practice.
