A clause described by generations of lawyers as ‘absolutely essential’ has been found to have no known purpose, history or practical effect.
The discovery
Legal historians are celebrating the discovery of a contract clause that has appeared in thousands of agreements without ever being understood, discussed or enforced.
The clause requires a party wishing to terminate an agreement to provide ‘written notice by registered facsimile before close of business on the second working Tuesday following a month containing five Mondays.’
It has been copied faithfully into leases, shareholder agreements, employment contracts and, for reasons nobody can explain, one wedding-venue booking form.
Nobody wants to remove it
When asked what the clause protects, a senior partner said it dealt with ‘important procedural risk.’ He declined to identify the risk, explaining that doing so might weaken the protection.
A junior lawyer suggested deleting it. The room fell silent.
Colleagues reminded her that the clause had been approved by several respected people, most of whom had themselves copied it from somewhere else.
Its proud history
Researchers eventually traced the wording to a 1998 agreement involving refrigerated poultry, a fax machine and a public holiday in Belgium. Even there, the clause had never been used.
Despite this, the legal profession has defended its continued inclusion. One drafting specialist warned that removing a clause simply because it is meaningless could create a dangerous precedent.
The contract has now been updated. A new paragraph confirms that the mysterious clause will survive termination, cancellation, invalidity and any future attempt to understand it.
Satire note: This is a fictional satirical article created for humour, commentary and Lawryse demo testing. It is not legal advice and does not refer to any real person, firm or event.
