Deciphering Contracts (and the Bible)

The last couple of weeks have been super busy with preparing for end-of-year contracts.  A big part of my job is to review and renew contracts each year, as well as answer questions regarding current contracts and association documents.  Several times lately I ran into obscure meanings or phrases that were not clear as to either who was responsible or what exactly they were responsible for.  How did I go about figuring out the meaning or determining the interpretation? 

I actually referred back to my Bible college days.  You may wonder why, what does that have to do with it?  There were Eight Rules of Interpretation that we learned.  And most applied to interpreting the contracts.

1. The rule of Definition - what does the word or words mean.  While we may think we know what they mean, looking up the Webster definition (or Greek or Hebrew using a concordance) can help narrow and clarify the meaning.  Also, some of these construction based scope-of-works and contracts (100+ pages, I kid you not) have words that I'm just not that familiar with.  Same often happens with studying the Bible. 

2. The rule of Usage - how is the word used? Many words have multiple definitions based on usage. This is especially important in the Bible where there were different cultures.  So taking this into account is an important part.

3. The rule of Context - what is the setting?  This is probably one of the most important.  Many people pull out one verse, or even one phrase, of the Bible, not taking into account any of the verses around it.  By reading the verses and/or chapters before and after the one in question can help decipher it.  Same with the contracts.  Is the phrase in question in the section on services rendered, services needed, in the main part, for an additional fee, etc?  Reading before and after can narrow down based on what section it is written in and the surrounding context.  As with the Bible, the interpretation of one section can't contradict the contract itself.  This is why to me this is a critical aspect of interpretation.

4. The rule of Historical Background - while much more relevant in Bible study, it still can come into play in contract readings.  Was this contract done by the developer, the association, the management company, the vendor?  When was the date?  Was it during a storm?  Was it during a construction phase or once turnover had occurred?

5. The rule of Logic - does it make sense?  Check the grammar, the language (written by a lawyer or contractor?) and apply the rules of reasoning.  What is the intent? 

6. The rule of Inference - this is facts based on being implied elsewhere.  Such as love your neighbor as yourself.  In other places what is meant by "neighbor?"  If the intent of the contract is to provide quarterly pest control, you can pretty comfortably assume that a phrase won't be in there that would cause pests.  Just by the name of pest control it is implied that you are getting rid of pests, not making more.

7. The rule of Genre Judgement - which section of the Bible is it in? The prophets, the gospels, the historical books, the epistles, etc.  Harder to use with contracts, but back to what section is it in?  The scope, the services provided, the costs?

Last, but not least...

8. The rule of dependance on the Holy Spirit - go to the source! While all the other seven rules provide great guidance to interpretation, the only SURE way is to go straight to the source!  The Bible is the Word of God, God has given us the Holy Spirit.  We have been given the Holy Spirit for illumination.  We can't understand it all, and we never will fully while here on earth.  But with the guidance of the Holy Spirit, we can understand it.  He gives us gifts of knowledge and discernment.  I Corinthians 2:10-12  "But it was to us that God revealed these things by his Spirit. For his Spirit searches out everything and shows us God’s deep secrets. No one can know a person’s thoughts except that person’s own spirit, and no one can know God’s thoughts except God’s own Spirit. And we have received God’s Spirit (not the world’s spirit), so we can know the wonderful things God has freely given us."  This one is also the most accurate on contracts - go to the source!  Most of the disagreements or differences on opinions on the contracts I have been working on I was able to use the first seven to determine the outcome, one that both vendors and the association agreed with.  But one..ack, this one has very valid arguments from both sides whether this one detail was included in the scope or an additional fee to the association.  I went to other managers and to board directors.  Everyone had a view point, differing view points I might add...who was right?!  Finally I decided it was time for rule eight.  And I called the lawyer who wrote the contract.  I mean who better to interpret it than the one who wrote it?!  Right?  And he gave me a definitive answer, no more combing words, phrases and pouring over definitions. Same with the Bible, it is God's Word.  When you study a passage and still don't understand it, ask the one who wrote it.  Pray about it, ask the Holy Spirit to guide you and reveal the meaning to you!  And the best part?  You don't have to wait to use it as a last resort, because unlike my consultation with the lawyer, the Holy Spirit is in you. No appointment necessary and no fees.  

Great news if you ask me!  And that is how I used a class on Rules of Bible Interpretation from my college days in my current job.