Time is of the essence! What essence?

[Qadgop_the_Mercotan]

Time is of the essence! This phrase has always bugged me. I know what it means, I just don’t get where it came from. What essence is Time of?

[Billdo]

Welcome, Quadgop.

Time is of the essence is a legal term, meaning that a time limit is to be strictly enforced.

If there is no time of the essence clause, a minor failure to meet a time limit in a contract would not be considered a material breach entitling the other party to cancel the contract.

For instance, if we were enter into a contract to deliver me 300 bushels of Mercotan widgets by May 1. Let’s say that you only delivered 250 bushels by May 1 and delivered the rest by May 3. Generally, I would be required to accept the late delivery of the 50 bushels, though I might have a claim against you for damages caused by the delay.

However, if the contract said that the delivery was to be by May 1, time of the essence, I could reject the whole delivery because you didn’t strictly comply with the time limits.

Hope this helps.

Bill

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You don’t have a thing to worry about. I’ll have the jury eating out of my hand. Meanwhile, try to escape.

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[Northern_Piper]

We wandered into this topic towards the end of this thread last month: Contracts not Written in “Legalese”?

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[DSYoungEsq]

Now, to actually answer the question posed in the OP:

Time is “of the essence” in such a contract because it is fundamental to the existence of the contract. To understand the term’s evolution, the definition of essence helps. From WWWebster Dictionary:

Etymology: Middle English, from Middle French & Latin; Middle French, from Latin essentia, from esse to be – more at IS
Date: 14th century
1 a : the permanent as contrasted with the accidental element of being b : the individual, real, or ultimate nature of a thing especially as opposed to its existence c : the properties or attributes by means of which something can be placed in its proper class or identified as being what it is

It is the definition 1c that is in play here, really. Since without timely performance the contract fails, the contract is defined, that is, placed in its proper class, by the time of performance.

Interestingly, WWWebster Dictionary notes that “of the essence” means “of the utmost importance” and uses the phrase “time is of the essence” to support that definition. Once again, a legal phrase makes it into our lexicon.