“Wherefore”

So, how long have I been doing this? About fourteen years?

Well then, how come it has taken me this long to write about wherefore? Excuse me, WHEREFORE.

There’s archaic, then there’s bizarro archaic. WHEREFORE falls into the latter category.

One meaning of wherefore is “why,” as in “Wherefore art thou Romeo?” Another meaning is “as a result of which,” “therefore.” I’ve seen it used in the lead-in to convey that meaning. Here’s one example (it and the others are from that great boneyard, the SEC’s EDGAR system):

Now, WHEREFORE, the Department and Respondent agree as follows:

And here’s another:

WHEREFORE, this Amended and Restated Agreement of Limited Partnership has been duly executed by the General Partner and the Limited Partners as of the date first above written.

The standard-issue archaism, NOW, THEREFORE, is bad enough—it seems twisted to go for something even more obscure. Instead, retreat to rationality and use instead The parties therefore agree as follows.

You also see WHEREFORE used in recitals instead of the archaic WHEREAS:

WHEREFORE, Executive is currently the Executive Vice President, Commercial Operations of Heska.

WHEREFORE, Executive and Heska now wish to enter into this Agreement regarding the terms of Executive’s employment, which shall become effective upon execution.

NOW, THEREFORE, in consideration of the foregoing and of the mutual promises, covenants, and agreements contained herein, the legal sufficiency of which is acknowledged by the Parties, and intending to be legally bound, the Parties agree as follows:

But in this context, “as a result of which” is not the meaning you’re looking to convey. This is alarmingly weird.

You also see it in the concluding clause, instead of IN WITNESS WHEREOF, which is itself a sad joke:

IN WITNESS WHEREFORE, the Parties have signed this Agreement on the date first written above.

This is so bizarre that I don’t know what to say.

Bottom line: If you’re tempted to use WHEREFORE in a contract, or if you’re inclined to use it anywhere other than on stage in Elizabethan garb, seek help immediately.

Posted in Back of the Contract, Front of the Contract | 5 Comments

  • Mark Anderson

    “Wherefore seeing we also
    are compassed about with so great a cloud of witnesses, let us lay aside
    every weight, and the sin which doth so easily beset us, and let us run
    with patience the race that is set before us.”

    We should also abandon “in witness whereof”. Our book, Execution of Documents (Law Society Publishing, 2nd edition), while offering both traditional and modern testimonium clauses, uses “in witness of which” for the traditional version.

    • http://www.adamsdrafting.com/ Ken Adams

      *does spit take* Hold on a sec! *30 seconds of silence* OK, I’ve revised to post to make sure no one is under the impression that I think “IN WITNESS WHEREOF” is anything other than massively lame.

      • Ripal Patel

        Ken, in drafting contracts for my clients, I have made efforts to replace such phraseology with more straight forward language. Clients are resistant to such changes. According to them, they have seen other contracts and mines is different, and supposedly this deviation does not sit well with them. I have made my best efforts to educate them to the contrary. Success has been somewhere around 50%. Any thoughts or suggestions on how I should approach such comments?

        • http://www.adamsdrafting.com/ Ken Adams

          All you can do is tell them that the “traditional” way doesn’t make sense. Ask them how much of the traditional language they themselves understand. Tell them that you don’t have to follow the herd: you can do what makes sense for you.

  • AWrightBurkeMPhil

    Over the top alert!

    Language evolves, but that doesn’t mean that Shakespeare and the KJV are ludicrous trash because they wouldn’t be written that way today.

    All the “where-” and “there-” words served and in some cases still serve admirably to express a specific meaning compactly.

    “Whither” and “thither,” for example, pinpoint a meaning not captured so well by “where” and “there.” If we banish the former, let us at least admit that the language loses a little thereby, in that we must now use three words to do the work of one: “to what place” and “to that place.”

    Surely no principle more lofty than common usage can banish “wherefore” while welcoming “therefore.”

    –Wright Burke