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Contracts: Throughout the Universe, From the Beginning of Time

Inspired by a odd contract phrase that has suddenly popped up in a few places, the WSJ had an interesting story yesterday on the lengths to which lawyers are willing to go to be thorough in the agreements they draft.

The Terms of Use on tell users that they give up the rights to any content submissions "throughout the universe and/or to incorporate it in other works in any form, media or technology now known or hereafter developed." is hardly alone here. According to a post on the THR, Esq. blog, the phrase is spreading rapidly throughout the legal universe, as a search of the SEC's Edgar database "turned up 560 examples of the phrase in the last couple years alone, including in CBS CEO Les Moonves' employment agreement." 

For the record, a spokeswoman from Lucasfilm, which runs the Web site, says "to be honest with you, we have had very few cases of people trying to exploit rights on other planets."

One of my favorites in this area, which I still remember doing a double-take over when I saw it for the first time when I was practicing law, is the release form that releases all claims against a potential defendant "from the beginning of time" until the date of the agreement. The WSJ article quotes the CEO of a company benefiting from such a release as stating, "we're trying to figure out how to cover every possible base as quickly as possible. When you start at the beginning of time, that is pretty clear."

Transactional lawyers, what are some other examples of "too-far-reaching" contract language?

Posted by Bruce Carton on October 30, 2009 at 02:58 PM | Permalink | Comments (4)


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