Definition
A principle of statutory and contractual interpretation that an interpretation which makes a provision effective and workable is to be preferred over one that renders it nugatory, void, or meaningless.
Ut res magis valeat quam pereat (Latin: 'that the thing may rather have effect than perish') is the principle that courts should prefer interpretations that give effect to a provision over those that nullify it. When two interpretations are possible — one rendering the provision workable and the other rendering it a nullity — the former is preferred. This principle applies to both statutory interpretation and contract interpretation. In constitutional law, it supports interpretations that uphold statutory provisions rather than striking them down; in contract law, it leads courts to prefer readings that make contracts enforceable rather than void.
Statutory Definition
No statutory provision — this is a fundamental principle of interpretation applied across all legal instruments. The Supreme Court has applied it in constitutional interpretation: when a constitutional provision admits two interpretations — one consistent with the Constitution's objectives and one that defeats them — the former is preferred. Applied in contract law: Section 95 BSA (formerly Section 95 IEA) and related principles support reading contracts to give them effect where possible.
Etymology & Origin
Latin 'ut' (that, so that) + 'res' (the thing, matter) + 'magis' (more, rather) + 'valeat' (present subjunctive of 'valere' — to be strong, to be effective) + 'quam' (than) + 'pereat' (present subjunctive of 'perire' — to perish, to be lost). 'So that the thing may rather be effective than perish.'
Full Legal Analysis
Ut Res Magis Valeat Quam Pereat: Make It Work
Courts are not in the business of nullifying what legislatures and contracting parties have done — they are in the business of giving effect to it. When a provision admits two readings, one of which makes it workable and one of which makes it a dead letter, the court presumes the drafter intended it to work. This is the principle of efficacy: prefer the interpretation that gives life to the provision over the one that kills it.
Constitutional Application
In constitutional interpretation, this principle supports the presumption of constitutionality — courts presume that legislation is constitutional and read statutes in a manner consistent with the Constitution, rather than striking them down for want of constitutionality. If two readings are available — one constitutional and one unconstitutional — the court adopts the constitutional reading and gives the statute effect. This is the doctrine of 'reading down' or 'reading in' a statute to save it from unconstitutionality.
Contract Interpretation
In contracts, the principle means: where a clause is ambiguous — one reading making the contract enforceable, another making it void for uncertainty or illegality — the enforceable reading is preferred. This supports the validity of contracts and prevents parties from escaping their obligations by arguing that ambiguous language renders the contract unenforceable. The court gives effect to the parties' evident intention to be bound, even where the expression of that intention is imperfect.
“Courts are interpreters, not executioners. When a provision can be read to live and serve its purpose, the court reads it that way. The principle 'make it work rather than fail' is not generosity toward bad drafting — it is fidelity to the intent behind the words, expressed imperfectly but genuinely.”
