28-3-306. Interpretation of terms that are ambiguous or intended in different sense by different parties. (1) If the terms of a promise are in any respect ambiguous or uncertain, the promise must be interpreted in the sense in which the promisor believed, at the time of making it, that the promisee understood it.

(2) When the terms of an agreement have been intended in a different sense by different parties to the agreement, that sense is to prevail against either party in which the party supposed the other party understood it. If different constructions of a provision are otherwise equally proper, that construction is to be taken that is most favorable to the party in whose favor the provision was made.