This one made me smirk a bit, maybe because it brought back thoughts of Bill Clinton's classic apocryphal surmise, "It depends upon what the meaning of the word 'is' is." In Porkert v. Chevron Corp., an executive did not exercise his stock options before the expiration of the three-month period following the date his employment was terminated. A provision from the applicable documentation stated that the vested options “may be exercised within three months from the date of termination (but in no case later than ten years from the date of grant)". Thus, it would seem that the option expired, right?
What, however, may "may" mean? The plaintiff argued, presumably with a straight face, that “may” in the above-quoted provision was a precatory word that gave him the choice of exercising the options within the specified period or waiting until later to exercise them. The court thankfully "decline[d] to give th[e] contractual language . . . an implausible interpretation." Low bar, huh? Geez, query what the contrary result would have done to the potential interpretation and administration of any number of existing option documents.* Well, while you have to give people credit for making whatever arguments they can muster, in this case I guess there was just no "there" there.
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* How many existing agreements would be opened up for reconsideration? It's like opening up a flood of old criminal convictions when it's discovered that some purported defense lawyer with a bunch of clients wasn't really an admitted lawyer or that a jurisdiction's crime lab turns out to have been tainted. You even have to wonder about whether such an interpretation of "may" could have disrupted contract interpretation generally.
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