Is the Confidentiality Disclaimer at the Bottom of an Email Legally Binding?

iStock/Mlenny
iStock/Mlenny

For most of us, a day doesn’t go by without receiving a notice that “This email and attached documents may contain confidential information” and that you’re not authorized to read it if you aren’t the intended recipient. Anyone who has ever received one of these has probably wondered: How legally binding are these boilerplates?

The answer is: not very—though that’s not the entire story.

It’s generally agreed by legal experts that the generic boilerplate at the end of many emails has no legal weight behind it. It’s attempting to create a contract, but for a contract to apply both parties need to agree, which doesn’t happen in this case. At best it may make people paranoid about sharing your email and have an effect that way, although not necessarily through the power of law.

One case followed a doctor looking into suing his employer. Perhaps foolishly, the doctor emailed his lawyer from his work email, meaning that the employer felt that any confidentiality had been waived by use of the work email. The doctor disagreed and went to court. Part of the case was that every email sent by the law firm had the same standard disclaimer, but on that point the court ruled “[the law firm’s] pro forma notice at the end of the e-mail is insufficient and not a reasonable precaution to protect its clients.”

And their scope can be limited. One famous case seeking a protective order involved an extremely threatening email that included lines such as “Your most determined, unstoppable, and visceral enemy,” ending with "DISCLAIMER: Not one word herein should be construed by anyone as meaning violent or threatening intentions, and instead the entire contents is to be taken by the strict literary meaning. There have not been, and will be any elucidated threats of violence or intent, either expressed or implied, within the entirety of this document.” The court was unimpressed, granting the protective order and explaining "You can't send documentation of both a threatening and harassing manner and then think that you can get away with that by simply putting a disclaimer on it."

SHOULD I HAVE ONE?

This is not to say it’s useless to put a disclaimer on your emails, particularly with professional correspondence. In 2011 a lawsuit dealt in part with whether a customer list was a confidential trade secret. To maintain a trade secret, you need to take “reasonable efforts” to protect it. And the court determined that for a slew of reasons this customer list didn’t qualify as a trade secret. One of the issues brought up by the judge—though by no means the only one—was that the customer lists were sent to the other party on multiple occasions, and “The emails contain no disclaimer about the confidentiality of the materials attached.” That’s not to say the sending party would have been protected had they included the disclaimer, but the lack of one was a knock against them.

Disclaimers can also protect against contracts being formed. In one case, a real estate investor contacted a bank to inquire about some properties for sale. They signed a negotiation agreement acknowledging that email messages wouldn’t be considered binding. Over email he then made an offer, the bank made a counteroffer, and the investor agreed. The officer at the bank, however, had a disclaimer explaining that any price or term mentioned was not binding until the executive management committee signed off. Eventually the bank declined the agreement and the investor sued arguing breach of contract. The court ultimately ruled “in light of the e-mail disclaimers and the negotiation agreement [the investor] signed, any belief he had that his e-mailed acceptance of the counteroffer had created a binding contract was unreasonable.”

SO WHAT TO DO?

If you want to make your disclaimers count, and have a fighting chance in court if the situation arises, experts have a few suggestions. According to the law firm Reid & Hellyer, “To maximize the chances that such a disclaimer might be found effective, it may be better practice to place it at the beginning, not the end, of an email. However, if one were to do that for all e-mails sent, one might wonder if one really meant for the disclaimer to apply. It might be better practice to use disclaimers sparingly to certain particular emails only, not to every email sent.” But it’s probably best not to count on it to get you out of a jam.

*Disclaimer: this is not intended as a substitute for legal advice. Please consult a lawyer first!

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Why Do Fruitcakes Last So Long?

iStock
iStock

Fruitcake is a shelf-stable food unlike any other. One Ohio family has kept the same fruitcake uneaten (except for periodic taste tests) since it was baked in 1878. In Antarctica, a century-old fruitcake discovered in artifacts left by explorer Robert Falcon Scott’s 1910 expedition remains “almost edible,” according to the researchers who found it. So what is it that makes fruitcake so freakishly hardy?

It comes down to the ingredients. Fruitcake is notoriously dense. Unlike almost any other cake, it’s packed chock-full of already-preserved foods, like dried and candied nuts and fruit. All those dry ingredients don’t give microorganisms enough moisture to reproduce, as Ben Chapman, a food safety specialist at North Carolina State University, explained in 2014. That keeps bacteria from developing on the cake.

Oh, and the booze helps. A good fruitcake involves plenty of alcohol to help it stay shelf-stable for years on end. Immediately after a fruitcake cools, most bakers will wrap it in a cheesecloth soaked in liquor and store it in an airtight container. This keeps mold and yeast from developing on the surface. It also keeps the cake deliciously moist.

In fact, fruitcakes aren’t just capable of surviving unspoiled for months on end; some people contend they’re better that way. Fruitcake fans swear by the aging process, letting their cakes sit for months or even years at a stretch. Like what happens to a wine with age, this allows the tannins in the fruit to mellow, according to the Wisconsin bakery Swiss Colony, which has been selling fruitcakes since the 1960s. As it ages, it becomes even more flavorful, bringing out complex notes that a young fruitcake (or wine) lacks.

If you want your fruitcake to age gracefully, you’ll have to give it a little more hooch every once in a while. If you’re keeping it on the counter in advance of a holiday feast a few weeks away, the King Arthur Flour Company recommends unwrapping it and brushing it with whatever alcohol you’ve chosen (brandy and rum are popular choices) every few days. This is called “feeding” the cake, and should happen every week or so.

The aging process is built into our traditions around fruitcakes. In Great Britain, one wedding tradition calls for the bride and groom to save the top tier of a three-tier fruitcake to eat until the christening of the couple’s first child—presumably at least a year later, if not more.

Though true fruitcake aficionados argue over exactly how long you should be marinating your fruitcake in the fridge, The Spruce says that “it's generally recommended that soaked fruitcake should be consumed within two years.” Which isn't to say that the cake couldn’t last longer, as our century-old Antarctic fruitcake proves. Honestly, it would probably taste OK if you let it sit in brandy for a few days.

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What’s the Difference Between Crocheting and Knitting?

djedzura/iStock via Getty Images
djedzura/iStock via Getty Images

With blustery days officially upon us, the most pressing question about your sweaters, scarves, hats, and mittens is probably: “Are these keeping me warm?” If you’re a DIY enthusiast, or just a detail-oriented person in general, your next question might be: “Were these knitted or crocheted?”

Knitting and crocheting are both calming crafts that involve yarn, produce cozy garments and other items, and can even boost your mental well-being. Having said that, they do have a few specific differences.

To knit, you need needles. The size, material, and number of those needles depends on the project; though most traditional garments are made using two needles, it’s also possible to knit with just one needle, or as many as five. But regardless of the other variables, one or both ends of your knitting needles will always be pointed.

While crocheting calls for a similar long, thin tool that varies in size and material, it has a hooked end—and you only ever need one. According to The Spruce Crafts, even if you hear people refer to the tool as a crochet needle, they’re really talking about a crochet hook.

crotchet hook and garment
jessicacasetorres/iStock via Getty Images

Part of the reason you only use one hook brings us to the next difference between crocheting and knitting: When crocheting, there’s only one “active loop” on your hook at any given time, whereas knitting entails lining up loops down the length of your needles and passing them between needles. The blog Darn Good Yarn explains that since each loop is attached to a long row of stitches, accidentally “dropping” one off the end of your needle might unravel the entire row.

Of course, you have a better chance of avoiding that type of manual error if you’re using a knitting machine or loom, which both exist. Crocheting, on the other hand, has to be done by hand. Since machines can create garments with extremely small stitches, some knit clothes can be much more lightweight or close-fitting than anything you’d be able to crochet—and knitted clothes can also be mass-produced.

When it comes to what the items actually look like, crochet stitches characteristically look more like knots, while knit stitches seem flatter and less bulky. However, materials and techniques have come a long way over the years, and now there’s more crossover between what you’re able to knit and crochet. According to The Spruce Crafts, socks and T-shirts—traditionally both garments that would be knitted—can now technically be crocheted.

knitting needles and garment
Sedan504/iStock via Getty Images

And, believe it or not, knitting and crocheting can even be used to depict complicated mathematical concepts: see what a crocheted hyperbolic plane, Lorenz manifold, and more look like here.

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