Sec 668

When an object is adequately described, the contract will not be vitiated by the introduction of minor descriptive details which may be erroneous. Falsa demonstratio non nocet.3 The mere accumulation of details, some of them erroneous, will not avoid the instrument when the object of which it treats is adequately identified.4 - The rule rejecting surplusage has been extended so far as to exclude expressions in a contract which are repugnant to its general sense.5

Sec 669

Material qualifications, however, cannot be left out of consideration. Whatever is material must be considered as part of the context.6

Mere surplusage may be stricken out.

But not material qualifications.

1 Young V. Raincock, 7 C. B. 340; Browning V. Wright, 2 B. & P. 3.

2 Bell V. Bruen, 1 How. 169.

3 Wh. on EV. sec 945.

4 Leake, 2d ed. 229; Wh. on EV. sec 948; Smith V. Galloway, 5 B. & Ad. 43; Slingsby V. Grainger, 7 H. of L. Ca. 282; Llewellyn V. Jersey, 11 M. & W. 183; Doe V. Hubbard, 15 Q. B. 245; McMurry V. Spicer, L. R. 5 Eq. 527; Atkinson V. Cummins, 9 How. 470; Brown V. Huger, 21 How. 305; Esty V. Baker, 19 N. H. 273; Putnam V. Bond, 100 Mass. 58; Drew V. Swift, 46 N. Y. 207; Lodge V. Barnett, 46 Penn. St. 484; Miller V. Cherry, 3 Jones (N. C.) Eq. 29.

5 Cleaveland V. Smith, 2 Story, 287.

Ulpian gives an amusing illustration of the principle in the text. He supposes a case in which the sponsor, in replying to the question of the stipulator, instead of saying simply " spon-deo," says "arma virumque cano," "spondeo." The jurist decides naturally of this interpolation, " nihilo-minus valet," because it is to be considered as "pro-supervacuis," or surplusage. The "arma virumque cano" is obviously introduced by Ulpian as an extreme irrelevancy, the principle being that the intrusion of irrelevant matter does not impair validity. Koch, ii. 225.

In this sense applies the maxim falsa demonstratio non nocet; by force of which an erroneous filling in of details does not vitiate a document when it contains adequate general terms setting forth satisfactorily all that is required for exactness. 1 Ch. on Cont. 11th Am. ed. 122; Wh. on EV. sec 945; Mor-rell V. Fisher, 3 Exch. 591; Llewellyn V. Jersey, 11 M. & W. 183; Webber V. Stanley, 10 C. B. N. S. 699; Ridgway V. Bowman, 7 Cush. 268; Drew V. Swift, 46 N. Y. 209; White V. Williams, 48 N. Y. 344; Kreiter V. Bomberger, 82 Penn. St. 59.

6 Hotham V. E. I. Co., 1 T. R. 638; Barber V. Wood, L. R. 4 Ch. D. 885; Worthington V. Hylyer, 4 Mass. 196; Kreiter V. Bomberger, 82 Penn. St. 59.

Sec 670

When a party introduces an expression having two meanings, one larger, the other more limited, and each equally probable, he cannot, after an acceptance by the other contracting party, set up the narrower construction.1 Thus, where an insurance company tenders a policy to a party seeking to be insured, and uses in the policy ambiguous words, these words will be held to have the meaning most favorable to the insured, as the presumption is that on this construction he took the policy, and as the compauy could have avoided the difficulty by being more specific.2 "In construing such a document," said Blackburn, J., "you must bear in mind that they are the words of the party who used them, and if he uses ambiguous words with the intention that the other side may take them to mean one thing, and when the question is to be settled by a court, that court may say they meant something else, the rule applies; and they ought to be construed in that sense in which, looking fairly at them, a prudent man would have understood the words to mean."3 - And, as a general rule, it has also been held that when a stipulation or an exception to a policy of insurance, emanating from the insurers, is capable of two meanings, that meaning is to be adopted which is most favorable to the insured.4 - A deed-poll, also, ambiguous in its terms, and having two equally probable meanings, will be so construed as to have the meaning most against the Ambiguities to be construed against the party introducing them.

1 Weak V. Escott, 9 Price, 595; Har-greave V. Smee, 6 Bing. 244; Browning V. Wright, 2 B. & P. 22; Taylor V. St. Helens, L. R. 6 C. D. 270; Cutler V. Tufts, 3 Pick. 272; Deblois V. Earle, 7 R. I. 26; White V. Smith, 33 Penn. St. 186. See supra, sec 659. As to releases, see infra, sec 1037.

2 Fowkes V. Ins. Co., 3 B. & S. 917.

3 See to same effect supra, sec 657.

4 Marvin V. Stone, 12 Cow. 806; Rann V. Ins. Co., 59 N. Y. 389; Allen V. Ins. Co., 85 N. Y. 473; West. Ins. Co. V.

Cropper, 32 Penn. St. 351; Franklin Ins. Co. V. Updegraff, 43 Penn. St. 350;

Franklin Ins. Co. V. Brock, 57 Penn. St. 74; and see generally to same effect Wood on Ins. sec 141-6; May on Ins. sec 172, 179. That terms emanating from insurer are to be construed in cases of doubt against insurer, see May on Ins. sec 172 et seq.; Fowkes V. Ins. Co., 8 B. & S. 917; Ins. Co. V. Slaughter, 12 Wall. 404; Palmer V. Ins. Co., 1 Story, 360; Bartlett V. Ins. Co., 46 Me. 500; Wilson V. Ins. Co., 4 R. I. 156; Reynolds V. Ins. Co., 47 N. Y. 597; North Am. Ins. Co. V. Zaenger, 63 Ill. 464; Bowman V. Ins. Co., 27 Mo. 152. • grantor.1 The same principle is extended to all stipulations. Thus, when authority was given to A. to draw on B. "at ten or twelve days," nothing in the letter showing whether "after date" or "after sight" was meant, it was held that A. was entitled to elect the construction most promotive of his interests.2 When, however, a contract is concurrently settled by both parties, the rule before us does not apply. In such case neither party can be regarded as distinctively propounding any specific terms.3 So far, however, as concerns stipulations emanating from either party, ambiguous terms are to be construed, in cases of doubt, most strongly against the particular party first making use of the term.4 It must also be kept in mind that the rule before us only applies in cases where there are two probable constructions to be given to the contested clause. No construction, in itself improbable, can be adopted by force of this or any other technical rule of construction.1 And the rule is disregarded when it would work a penalty or forfeiture,2 or cause a wrong to a third party.3 - Hence the rule is to be strictly limited to cases where the term in question is on its face ambiguous, and is introduced into the contract by the party seeking afterwards to impose on it a narrower sense. No such construction is applicable to words which are necessary in the statement of the particular contract, and which are as imputable to one party as to the other. - Exceptions to general conveyances of a right, as we have seen, are to be construed, in questions of doubt, against the party in whose favor they are made.4