July 5, 2006 “From the Beginning of Time” and “At Law or in Equity”
Recently someone asked me about settlement and release agreements, and that put me in mind of a picturesque drafting usage that’s a fixture of release language—from the beginning of time, as in “Jones hereby releases Acme from any claims … arising from the beginning of time to the date of this agreement.”
I searched for this phrase in the material contracts filed on the SEC’s EDGAR system in the past year and got 447 hits. I got 280 hits when I searched for a related phrase, from the beginning of the world. So while these phrases aren’t a feature of everyday drafting, they’re nonetheless part of the drafting landscape.
I hope I’m not being controversial in suggesting that besides being quaint, such language is also redundant. If I agree to release all claims against Acme, that means all claims, as opposed to just those claims that arose in the past year, or the past century, or during some other limited period.
Release language tends to feature other instances of such redundancy. For example, drafters often provide that the claims in question are being released whether they are at law or in equity. Omitting any reference to claims being at law or in equity would not somehow make a release any less all-encompassing. Furthermore, for purposes of U.S. law such references have a musty air to them, as in most states distinctions between actions at law and suits in equity have been abolished.
September 20, 2006 at 10:21 am
I agree with you sentiments completely, a lay person at that! I happened upon your blog entry because, as you mentioned you did yourself, I did a search for the phrase “from the beginning of the world”. A family member recently signed such a release form and when I saw that wording I roared with amused incredulity!! Such phrasing does nothing to ease a negative stereotype of the law profession! What a hoot!
I wonder, what’s next? The phrase “Until the 12th of Never and that’s a long, long time!”?
July 8, 2007 at 10:33 am
I would respectfully suggest that there are some courts in which that kind of release language is necessary. Florida courts, for example, have construed the phrase “all claims” in a release to be impermissibly ambiguous for purposes of awarding attorney’s fees in an offer-of-settlement context.
In such a a context, I would seriously consider whether “from the beginning of the world until the end of time” effectively removed any ambiguity regarding time, knowing that somewhere, there’s an appellate judge out there who wants to deny my attorney’s fees.
July 8, 2007 at 10:52 am
Mike: I haven’t investigated it, but it’s hard to imagine how the Florida issue you mention could be addressed by reverting to from the beginning of time. If I’m mistaken, please let me know. Ken
August 21, 2007 at 8:56 am
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