Also known as: natural meanings · plain meaning · ordinary meaning
Written by attorneys · grounded in primary & secondary sources — see below
The ordinary meaning of language in a donative document or contract as it would be understood by a reasonable reader in light of the text and surrounding circumstances.
Nikhil Narayan executed a will leaving his downtown office building to my cousin John. After execution, evidence showed Nikhil had no cousin named John but did have a nephew named John and a cousin named James. The court examined extrinsic evidence of the surrounding circumstances to determine whether the natural meaning of the devise produced uncertainty.
Nyah Ndlovu signed a trust leaving her vacation home to her daughter but the scrivener mistakenly inserted the address of a rental property instead. Clear and convincing evidence showed the error and the intended disposition. The court considered whether reformation could align the text with the donor's intention without contradicting the natural meaning of the executed words.
Select any source to read its text and confirm it supports the definition.
Nadia Novak challenged a city's taking of her waterfront parcel for a private redevelopment project. The city argued the project served a public purpose. The court examined whether the natural meaning of public use in the constitutional text limited takings to property actually used by the public or permitted broader economic development goals.
Neil Nair signed an employment agreement containing an arbitration provision covering disputes arising out of his employment. After termination he sued for wrongful discharge. The court assessed whether the natural meaning of the clause language reached statutory claims or was confined to contractual matters only.
Nia Nkosi entered a merchant agreement with an arbitration clause silent on class procedures. She sought to pursue claims on behalf of a class. The court determined whether the natural meaning of the clause permitted or precluded class arbitration given the absence of explicit authorization.
Natalie Norris sued a medical device manufacturer after a pacemaker lead failed. The manufacturer asserted federal preemption. The court evaluated whether the natural meaning of the statutory language displaced state common-law claims or left room for traditional tort remedies.
A latent ambiguity arises when extrinsic evidence reveals that the text does not clearly identify the intended person or property even though the words appear clear on their face. The court may consider circumstances surrounding execution and the donor's situation at death to decide whether uncertainty exists.
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Reformation is available when clear and convincing evidence establishes both that a mistake of fact or law affected specific terms and what the donor's actual intention was. Direct evidence of intention may be considered in making that determination.
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Courts begin with the ordinary meaning of the words but read them in light of all surrounding circumstances and the parties' principal purpose. Context can show that the parties used a term in a specialized or particular sense.
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…into the 20th century. Some courts construed those clauses to authorize takings for public purposes, but others adhered to the natural meaning of "public use."[^maj-2] As noted above, the earliest Mill Acts were applied to entities with duties to remain open to the public, and their later extension is not deeply probative of…