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A ”Time is of the Essence” Clause

In some detailed English-language agreements, a “Time is of the Essence.” clause may be inserted. For example, the following sentence is common.

“Time is of the essence of this Agreement.”

I have always felt uncomfortable with the insertion of such a clause. It seems to me that it is a matter of course for the parties to observe the date and time stipulated in their agreement.

Now, changing the subject, when I asked Ms. W from Taiwan, who is currently studying in Japan, about her impression of this country, she replied, “I was surprised at how punctual the Japanese people are.” She was especially impressed by the accuracy of subway operations.

Come to think of it, I myself was a bit surprised on a train trip from Kyoto to Ayabe that I took last month. The journey from Kyoto to Ayabe was about 76 km and was scheduled to take about 64 minutes. Near the halfway point, the conductor announced, “We are very sorry, but this train is currently experiencing a delay of approximately 3 minutes due to ...” When I heard this announcement, I thought to myself that it wasn’t even late enough to apologize for. Later, at a point further along the line, another announcement was made that the delay had been resolved and that the train was scheduled to arrive Ayabe on time. It is understandable that train operations have a greater need for punctuality due to connections with other trains and passenger convenience. However, this train was on time as it turned out. I chuckled to myself, thinking that I would have had no way of knowing that the train was running late if the conductor had kept his mouth shut. In any case, this is an example of the Japanese way of dealing with time.

As for an English agreement with a “Time is of the Essence” clause, I realized that it is natural for me to feel uncomfortable with it since I have become accustomed to an environment where punctuality is taken for granted, which explains why such a clause is rarely inserted in agreements written in Japanese.


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