You may sign a contract thinking that you and the other business understand it the same way. A dispute might arise later when you disagree about what an important term requires. That disagreement may affect when you have to perform, what you agreed to provide or how much you owe.
Contract ambiguity can lead to litigation when the wording reasonably supports more than one meaning. Under Texas law, opposing views alone do not make a contract ambiguous. A court generally reads the contract as a whole and looks at the setting in which you made the agreement.
Uncertain wording can lead to confusion
Your contract explains what you and the other business agreed to do. If an important term reasonably supports two meanings, you could disagree about what each side has to do.
For example, you might believe the contract gives you until one date to perform while the other business believes an earlier date applies. A court may find the term ambiguous if the wording supports both readings. The court would then decide what that part of the contract requires.
If the contract supports only one reasonable meaning, the other side usually cannot create ambiguity simply by arguing for another interpretation.
Your past dealings may help explain the term
A court may look at the context in which you made the agreement when it reads the contract. If the wording remains ambiguous, records outside the contract could help explain what you and the other business meant.
For example, the way you both handled the same term before the dispute might show that you shared the same understanding. Emails or other records may also help explain how you applied the agreement in practice. Those records generally cannot change contract language that already has only one reasonable meaning.
Focus on the source of the dispute
A disputed term may affect your duties before the disagreement reaches court. You might want to identify the exact language causing the problem and review records tied to that part of the contract. Keeping related communications together could also help you understand how the commercial contract dispute developed.