Also known as: latens ambiguitas · latent ambiguity
Written by attorneys — see sources below.
A hidden uncertainty in meaning that does not appear from the text of a donative document or contract alone but emerges when the language is applied to external facts. Extrinsic evidence may resolve the uncertainty to identify the intended property, person, or obligation without contradicting the plain terms.
Lewis devised the north forty acres of his Sunrise Road farm, labeled Tract B-4, to his son Mark. Lewis never owned Tract B-4, but he did own the north forty acres of his farm within Tract D-4. Surveys and ownership records showed that the accurate description matched only the land in Tract D-4. The court admitted the extrinsic evidence and construed the devise to pass that parcel to Mark.
Wichelhaus agreed to buy cotton arriving on the ship Peerless from Bombay. Raffles tendered cotton that arrived on a different Peerless. Each party reasonably attached its understanding to a different vessel of the same name. The court found no mutual assent because the latent ambiguity prevented agreement on the same subject matter.
The plaintiff and the defendants entered into an agreement at Liverpool. Under this agreement, the plaintiff agreed to sell to the defendants, and the defendants agreed to buy from the plaintiff, 125 bales of Surat cotton guaranteed middling fair merchant's Dhollorah, to arrive ex "Peerless" from Bombay. The cotton was to be taken from the quay. The defendants agreed to pay the plaintiff for the cotton at the rate of 17 d. per pound within a certain time agreed upon after the arrival of the goods in England. The goods arrived by the ship from Bombay at Liverpool. The plaintiff was ready, willing, and offered to deliver the goods to the defendants. However, the defendants refused to accept the goods or pay for them. The defendants filed a plea stating that they meant the ship called the "Peerless" which sailed from Bombay in October. The plaintiff offered cotton from a different ship also called the "Peerless" which sailed in December. The matter came before the Court of Exchequer on demurrer to this plea. Milward argued in support of the demurrer. Mellish argued in support of the plea.
View caseA latent ambiguity arises when the will's language appears clear on its face but cannot be applied to the testator's actual holdings without confusion, such as when the will describes land the testator never owned. Extrinsic evidence like surveys and ownership records may then identify the intended parcel that matches the accurate portions of the description.
Supporting sources
A patent ambiguity appears from the text alone. A latent ambiguity is not apparent from reading the document but becomes evident only when extrinsic evidence is introduced to apply the language to external facts such as the testator's property or family circumstances.
Supporting sources
When the term is reasonably susceptible to two materially different meanings and neither party knows or has reason to know of the other's meaning, no mutual assent occurs and no contract is formed. If one party knows or has reason to know of the other's meaning, the contract is interpreted according to the innocent party's understanding.
Supporting sources
…"Peerless" was meant; but the moment it appears that two ships called the "Peerless" were about to sail from Bombay there is a latent ambiguity, and parol evidence may be given for the purpose of showing that the defendant meant one "Peerless" and the plaintiff another. That being so, there was no consensus ad idem, and therefore…