Legal Definitions - ambiguitas latens et ambiguitas patens

The terms ambiguitas latens (latent ambiguity) and ambiguitas patens (patent ambiguity) refer to two distinct types of unclear or contradictory language found within legal documents, such as contracts, wills, or statutes.

Understanding the difference is crucial because courts often treat these two types of ambiguity differently when interpreting a document. Generally, courts are more willing to consider outside evidence (known as "extrinsic evidence") to clarify a latent ambiguity than a patent one.

Patent Ambiguity

A patent ambiguity is an obvious unclear statement or contradiction that is apparent on the face of the document itself. You can spot this type of ambiguity simply by reading the text, without needing any additional information or context from outside the document. It's a flaw in the writing that makes the meaning immediately uncertain or nonsensical.

• Example 1 (Contract): A sales contract states, "The buyer agrees to purchase the property for a price of 'fifty thousand dollars ($50,000) or one hundred thousand dollars ($100,000)'."

  Explanation: This is a patent ambiguity because the contract explicitly presents two different, contradictory prices for the same property. The uncertainty is immediately visible upon reading the clause, making it impossible to determine the agreed-upon price without further clarification.

• Example 2 (Will): A will contains a clause that reads, "I leave my entire collection of antique coins to my niece, Sarah, but my nephew, David, shall receive all of my antique coins."

  Explanation: This is a patent ambiguity because the will directly assigns the same specific asset (the antique coin collection) to two different beneficiaries. The contradiction is evident within the text itself, creating an immediate and obvious uncertainty about the testator's true intent.

• Example 3 (Company Policy): A company's employee handbook states, "All employees must submit their vacation requests at least two weeks in advance, unless such requests are submitted less than one week in advance."

  Explanation: This policy contains a patent ambiguity because the exception directly contradicts the main rule in a way that makes the entire instruction unclear. The conflicting timeframes are obvious upon reading, creating immediate confusion about the actual requirement for vacation requests.

Latent Ambiguity

A latent ambiguity is an unclear statement or contradiction in a document that is not obvious when you first read it. The language appears clear and unambiguous on its face, but a problem only emerges when you try to apply the document's terms to real-world facts or objects. It's a hidden ambiguity that becomes apparent only through external circumstances.

• Example 1 (Property Deed): A property deed describes a parcel of land as "the northernmost five acres of the Miller farm." At the time the deed was created, the Miller farm was a single, contiguous plot. However, years later, it is discovered that the Miller family actually owned two separate, non-contiguous parcels of land, both of which could be considered "the Miller farm."

  Explanation: On its face, "the northernmost five acres of the Miller farm" seems clear. However, when external facts reveal there are two distinct "Miller farms," the description becomes ambiguous, as it's unclear which farm the deed refers to. This ambiguity was hidden until external information was introduced.

• Example 2 (Contract for Services): A contract for a consulting project specifies that "Mr. Smith will be the lead consultant." Unknown to the parties at the time of signing, there are two individuals named Mr. Smith who work for the consulting firm, both qualified for the role.

  Explanation: The phrase "Mr. Smith" appears perfectly clear when read. However, the existence of two different individuals named Mr. Smith within the relevant context creates an ambiguity that was not apparent until external facts (the identities of the firm's employees) were considered, making it unclear which Mr. Smith was intended.

• Example 3 (Insurance Policy): An insurance policy covers damage to "the antique grandfather clock in the living room." At the time of a claim, it is discovered that the policyholder owns two antique grandfather clocks, both located in the living room.

  Explanation: The description "the antique grandfather clock in the living room" seems unambiguous when read. However, when trying to apply the policy to a specific damaged item, the existence of two such clocks creates a latent ambiguity, as it's unclear which specific clock the policy was intended to cover.