This e-mail is confidential; please don't be evil

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A message I recently received from an employee of the BBC ended with this piece of legal boilerplate below the name of the sender (I reproduce it exactly as it appeared in my mailer):

This e-mail (and any attachments) is confidential and may contain personal views which are not the views of the BBC unless specifically stated.
If you have received it in error, please delete it from your system.
Do not use, copy or disclose the information in any way nor act in reliance on it and notify the sender immediately.
Please note that the BBC monitors e-mails sent or received.
Further communication will signify your consent to this.

What strikes me about these absurd signoffs that more and more organizations seem to think they need to tack onto the end of every email is not just that they are quixotically absurd as a way of forfending unintended information release (if you are not allowed to read the above message please avert your gaze and do not look at it!) but also that they are often so appallingly written. You would think that if the legal department insists on them being appended for important legal reasons to perhaps millions of messages per day (and I cannot really believe they ever save anyone from anything), the matter would be important enough to occupy a quarter of an hour of someone's time to make them grammatical, coherent, and unambiguous.

The gross awkardness of the first line in the message above is caused by the insuperable problem of how to get the verb agreement to be right with a noun phrase that hasn't quite decided on its own person and number. With the subject this email you would need is confidential as the predicate; with the subject this email and any attachments you would need are confidential (since and-coordinations of NPs generally count as morphosyntactically plural); but with the indecisive this email (and any attachments), you just don't quite know. The construction chosen, with a parenthesized supplementary phrase, has managed to make the correct choice of agreement depend on an imponderable: whether there are any attachments or not.

That is just a syntactic botch. One of the indefinitely many ways to put things right would be to make two statements: This e-mail is confidential and may contain personal views which are not the views of the BBC unless specifically stated. The same holds of any documents which may be hereto attached.

Another way to go would be to go boldly with a coordinate subject: This e-mail and the content of any attachments it may have are confidential and may contain personal views which are not the views of the BBC unless specifically stated.

Yet another would be to use the magic of modal auxiliary verbs, which do not exhibit any agreement contrasts. The verb should would do fine: This e-mail (and any attachments) should be treated as confidential and may contain personal views which are not the views of the BBC unless specifically stated.

I'm not doing any advanced grammar wizardry here; this is all quite basic, and any literate speaker of English should be able to follow what I have said.

I won't go into full detail on the other features of the text that show poor construction; I'll just comment on the long sentence Do not use, copy or disclose the information in any way nor act in reliance on it and notify the sender immediately. This whole sentence seems to be in the scope of the negation with which it begins, as confirmed by the word or (in virtue of a rule related to what is known in logic and set theory as De Morgan's Law, the negation of use, copy and disclose is do not use, copy or disclose) and the word nor (which is used for continuing a negative clause with an additional clause that is also negative). But then when you suddenly hit the word and, you are supposed to figure out in an instant that the scope of the negation has now ended.

That is, they are not saying that what you are forbidden to do is act in reliance on the information and notify the sender. Rather, they are telling you that what you are forbidden to do is act in reliance on the information; they then mean to add that you are commanded to notify the sender. This is plangently ambiguous writing of the worst sort, flagrantly and incompetently suggesting the opposite of what it means.

It really puzzles me that an organization could employ legal staff who see that they could be in legal danger from emails transmitted (e.g., emails that are personal or libelous or erroneous or incorrectly delivered), and serious enough about the threat to insist that every employee should tack on a piece of minatory boilerplate to every single message, but not serious enough to sit down for a while to compose a spare and elegant message that is completely unambiguous and says the minimum required for legal safety. Despite the legal danger they see might lurk in shoot-from-the-hip email messages, when they write the precious boilerplate signoff paragraph they casually shoot from the hip.

It is as if they have no idea that they could contact the Legal Warnings Drafting Department of Language Log's Corporate Division, at One Language Log Plaza in Philadelphia, Pennsylvania, and for a modest fee — a few tens of thousands of dollars, which at present exchange rates would be virtually nothing for the BBC — they could get polished, unambiguous, careful language prepared by sophisticated and experienced linguists with experience in legal proceedings — Roger Shuy and Geoffrey Nunberg are just two examples of Language Log senior staff with credentials in this area. Heck, even a humble grammarian such as myself could rough out something that would not be an embarrassment.

Think about it, legal guys. Don't just scribble something down and have it typed into everyone's sig file without a second thought. If this is a serious matter, and you really think a paragraph under the sender's name will fix it, then treat it seriously, and prepare the protective statement with care.


  1. David Eddyshaw said,

    June 12, 2008 @ 10:22 am

    My own dear employer, also a state quasi-monopoly, does likewise.

    The interesting bit (as opposed to irritating bit) is

    "Further communication will signify your consent to this. "

    (a) The implication would seem to be that if you communicate no further, you do not agree to the email monitoring which presumably they have already performed, without your agreement.

    (b) how is this more legally solid than "no backsies"?
    Or "your continued respiration will signify your consent"?
    Has this sort of bullying ever been subject to actual legal test?

  2. Les Moore said,

    June 12, 2008 @ 10:30 am

    Here, here. This kind of shifty, third-rate, used-car showroom behaviour hints at the bleak truth: the BBC is a crap organization, undeserving of any adulation or genuflection, and should rot in hell next to British Railways.

  3. Andy Hollandbeck said,

    June 12, 2008 @ 10:40 am

    Not to mention the fact that the antecedent of "this" is ambiguous. Does the last sentence refer just to the e-mail monitoring or to the whole legal block?

    Is this one of those Donkey Anaphoras?

    Also, they say "further communication," but not between whom. So I guess that if they send you another e-mail, then you will be bound by this "agreement"?

  4. Paul Clapham said,

    June 12, 2008 @ 11:15 am

    A year or so ago we had to work with a large accounting firm on a certain project. Their e-mail ended like this:

    "Any disclosure, copying, or distribution of this message, or the taking of any action based on it, is strictly prohibited."

    So when I got an e-mail requesting me to come to a meeting, I didn't. When I got an e-mail asking me to send a report, I didn't. That would have been "taking an action". When the sender finally showed up in my office and asked what was up, I explained why I had taken no action. You should have seen the expression on her face!

  5. Josh Millard said,

    June 12, 2008 @ 11:29 am

    Andy, if you want to go that way, go for the gold. As you say, it's left unclear not only by whom but between whom further communication must take place to bind the agreement to the reader of the disclaimer. So presumably there's an argument to be made that should the reader communicate with anyone, the agreement binds.

    A stupid argument, but an argument.

  6. Philip Spaelti said,

    June 12, 2008 @ 11:30 am

    No, the "this" is not a donkey anaphora. Donkey anaphora are not recognized for their ambiguity or unclarity, but rather for their unwarranted clarity and unambiguity.

    Here's a donkey anaphora:

    Any message that has an attached legal disclaimer, is certain to be grammatically compromised by it.

  7. Molly said,

    June 12, 2008 @ 11:46 am

    My own employer is much better at this. We had a bunch of guys in legal sit together and come up with something that sounded normal and reasonable. It's also presented to us with the disclaimer that says in essence: This doesn't really provide you with much protection, but if you want boilerplate at the bottom of your emails, please use this one and be consistent with the rest of us. Although it does make for a relatively long sentence.

    "If you received this communication by mistake, please don't forward it to anyone else (it may contain confidential or privileged information), please erase all copies of it, including all attachments, and please let the sender know it went to the wrong person. Thanks."

  8. Chris Hunt said,

    June 12, 2008 @ 11:59 am

    Surely the real howler in this statement is that it instructs us: "Do not use […] the information in any way".

    If I'm not allowed to use the information sent in ANY way – like say, reading it, understanding it, remembering it, doing whatever it is the emailer might be asking me to do – what is the point of sending the email in the first place?

  9. Chris Hunt said,

    June 12, 2008 @ 12:25 pm

    By the way, this fine example of the species was quoted on BBC Radio4's "News Quiz" a couple of weeks back:

    Any opinions or advice contained within are not necessarily those of nor a wholly owned subsidiary thereof nor authorised or regulated by the Financial Services Authority and are intended as general guidance only and do not constitute advice or a contract in law. Help I'm being held prisoner by the Institute of Actuaries they keep me in a windowless office and make stuff envelopes all day, if I don't stuff enough they beat me, please help!

  10. Colin John said,

    June 12, 2008 @ 12:59 pm

    I have seen the following suggested disclaimer:

    • Disclaimer:
    By sending an email to ANY of my addresses you are agreeing that:
    1. I am by definition, "the intended recipient"
    2. All information in the email is mine to do with as I see fit and make such financial profit, political mileage, or good joke as it lends itself to.
    3. I may take the contents as representing the views of your company.
    4. This overrides any disclaimer or statement of confidentiality that may be included on your message

  11. Ann said,

    June 12, 2008 @ 1:56 pm

    I'm a technical editor at a very large corporation. OK, it's Microsoft. Documents of various types come to us for review, and THEN they go to Legal, where the nonsense is inserted. We're not allowed to edit them after that, because Legal Has Spoken. Even when we point out the poor grammar to the document owners, they just shrug because there's never time to send the documents back to Legal for another review, and Legal would throw a fit if we tried.

  12. Neil Dolinger said,

    June 12, 2008 @ 2:03 pm

    Paul Clapham: Was the sender's expression one of chagrin at her firm's ambiguity or exasperation at your taking the boilerplate literally? I don't know if I would have had the cojones to do what you did, but hats off!

    Molly: I agree, that is about the most reasonable of such disclaimers I have ever seen.

  13. Ellen said,

    June 12, 2008 @ 2:38 pm

    I can't figure out what is it we are meant to notify the sender about. Are we supposed to notify him that we didn't use, copy disclose, nor rely on the information?

  14. dr pepper said,

    June 12, 2008 @ 2:53 pm

    > I'm a technical editor at a very large corporation. OK, it's Microsoft.

    You appear to be composing a legalistic disclaimer. Would you like some help in adding additional unclarity?

  15. Will said,

    June 12, 2008 @ 3:05 pm

    This is my favorite site on the subject:

    I hate these stupid (and usually completely absurd) disclaimers.

  16. Mark P said,

    June 12, 2008 @ 3:11 pm

    Although I am not a lawyer, and anyone who does anything at all after reading this does so at his own risk, I strongly suspect that these nonsense disclaimers aren't binding. Otherwise I might start sending bills to people and requiring them to pay the bills if they read the email.

  17. rootlesscosmo said,

    June 12, 2008 @ 3:13 pm

    There's some tasty writing in the post that shouldn't go unremarked: "plangently ambiguous" is probably my favorite, followed closely by "minatory boilerplate." But in honor of Anita Loos I wish Geoffrey had wriotten "a humble grammarian like I."

  18. Paul Clapham said,

    June 12, 2008 @ 3:22 pm

    Neil Dolinger:

    I'm sure it was an expression of chagrin, she had probably never read the disclaimer at all. But I did notice that later e-mails from her company didn't include that particular phrase.

  19. Ray Girvan said,

    June 12, 2008 @ 3:54 pm

    This is very akin to the many equally ludicrous website agreements, such as the sites that demand, usually for no sensible reason, that you need written permission to link to them (e.g. the Westie Rescue Scheme animal charity). I assume many have just bought into some anal-retentive contract concocted by their web design firm. Even more bizarrely, if you Google "no one may hyperlink" you can find a good many that forbid even stating the URL without permission, and assert a claim to vast damages for infringing this, as well as denying the infringer the right to take any dispute to court (this is down to an amazingly draconian boilerplate contract from the Mining Gold Corporation and Nevada Processing Center).

  20. Alexis said,

    June 12, 2008 @ 4:54 pm

    We have a rather odious one of these as well. It's a bit better-written than the one being deconstructed, but it has the same subject-verb agreement problem, and it's self-contradictory in multiple ways (requests that you take actions which it also enjoins) and often blatantly false since quite a few emails that we send actually don't contain any confidential information, which it says they do. I pointed this out several times but only got an exasperated "Sorry, but management has spoken" response.

    It's my feeling that any legal disclaimer that's both self-contradictory and often false can't possibly be taken seriously from a legal perspective, but apparently no one cares.

  21. Bob Ladd said,

    June 12, 2008 @ 6:45 pm

    Had Geoff sent his original comments by email instead of posting them through the Language Log site, everyone who read them would have been informed, when they got down to the bottom of the email, that

    "The University of Edinburgh is a charitable body, registered in Scotland, with registration number SC005336."

    Since March this message has been appended automatically to every email we send from our University email accounts. But for all you commenters who want to blame it all on Legal: this is not a case of the University's legal people going overboard – it's actually a legal requirement. The Office of the Scottish Charity Regulator issued eight pages of guidance back in December, mandating that from April "All charities entered in the Register must clearly state [this] information on all relevant documents issued or signed on behalf of the charity". They even explain why: "the primary aim of the Regulations is to provide clarity to the general public regarding whether or not a body has charitable status". They also go on to note: "In practice, this means documents issued outwith the charity for distribution to the general public must comply with the Regulations. Internal correspondence between charity trustees, staff, volunteers and members of a charity is not required by the Regulations to comply, although we recommend such documents should comply as a matter of good practice." If you don't believe me, the regulations can be downloaded here.

  22. Dave said,

    June 12, 2008 @ 6:51 pm

    I suspect that the real purpose is to create the impression that the email is "important" or "serious".

    I think people see the "scary" legalize and say "if other companies do it, it must be necessary. Therefor, we should do it too".

  23. Jonathan said,

    June 12, 2008 @ 9:19 pm

    I don't understand. How can this be considered bad writing? It doesnt' have any passive verbs!

  24. Amerloc said,

    June 12, 2008 @ 9:37 pm

    Lawyers are not linguists, nor are legislators. Yet between the two groups, they write most of the language that binds the rest of us. I'll not fault them for their ignorance, but for not acknowledging it and hiring someone who knows how to build a damned sentence that means something clear.

  25. Ryan Stickney said,

    June 12, 2008 @ 10:51 pm

    Catching up on LLog posts coming back from an internetless trip, I was in a position to notice, on the bottom of every WordPress entry (I don't think it was on the old version of the site), the invitation to "Share and Enjoy" via various media. At the end of this particular post, which explored bureaucratic incompetence and institutional mediocrity, it triggered my memory as the motto (and vexatiously discordant theme song) of the Marketing Division of the Sirius Cybernetics Corporation of Hitchhiker's Guide fame. As the late beloved Douglas Adams says,

    "The Hitchhiker's Guide to the Galaxy defines the marketing division of the Sirius Cybernetics Corporation as "a bunch of mindless jerks who'll be the first against the wall when the revolution comes," with a footnote to the effect that the editors would welcome applications from anyone interested in taking over the post of robotics correspondent.

    Curiously enough, an edition of the Encyclopaedia Galactica that had the good fortune to fall through a time warp from a thousand years in the future defined the marketing division of the Sirius Cybernetics Corporation as "a bunch of mindless jerks who were the first against the wall when the revolution came."

    I found it hilariously appropriate for the subject, and thought I'd share. Though I hope it won't apply the same way after every LLog post from now on.

  26. Stephen said,

    June 13, 2008 @ 1:11 am

    I like Molly's "If you received this communication by mistake, please don't forward it to anyone else (it may contain confidential or privileged information), please erase all copies of it, including all attachments, and please let the sender know it went to the wrong person. Thanks." but even it has a procedural problem: if I've just erased her email I'll also have deleted her address and probably won't be able to let her know that I received it.

  27. Geraldo said,

    June 13, 2008 @ 1:12 am

    I have often added this disclaimer to my email, and NONE of the recipients ever commented on it…

    DISCLAIMER: The statements and views expressed in this email and any attachments are those of the author, except where plagiarized, and may be confidential, privileged, libellous, defamatory, obscene, scandalous, inflammatory, or profane, or not, depending on the interpretative framework of the recipient, or may constitute or encourage conduct that would be considered unusual or inappropriate under the circumstances, or may be unsuitable for overly sensitive persons, pregnant or lactating women, pets and small children, civil servants, nervous horses, proctologists, or people suffering from poor self-esteem, old age, humourlessness, or fiercely-held, irrational religious beliefs. The information contained herein has been transmitted across the Internet, so it may not be from the alleged source and was probably pretty dodgy in the first place, however no liability is accepted for errors, omissions or inadequacies in the information contained herein, for interpretations thereof, or for leaving the toilet seat up. There is an infinitesimal but non-zero probability that all or part of this email may randomly and spontaneously appear elsewhere in the universe due to quantum tunnelling. No part of this message is intended to form part of any contract, life support system, dry-wall partition, shrubbery, or flotation device. You may distribute the contents of this email freely but you may not profit thereby, or puncture, incinerate or store in direct sunlight. Contents are ribbed for your pleasure. The validity of the information is limited by the substantive content of the communication, the circumstances in which it was written, and the psychotropic agents involved. If you are the intended recipient you may lower the lights, loosen tight clothing, and pour yourself a large one, on the understanding that this email may not contain anchovies and may not be based in any reality experienced by sentient beings, unless otherwise stated. Intentional misuse by deliberately concentrating and inhaling the contents can be harmful or fatal. If you are not the intended recipient, please delete this email, your system files and yourself, and notify the author immediately. Recipients agree not to cause, entice, or encourage any prohibited actions against the author of this email, including (but not limited to) threats of violence, denial-of-service attacks, unsolicited emails, exploitation of software vulnerabilities or personality defects, genital mutilation, ionising radiation, visits from the Wombat of Doom, or burial in a shallow grave on the outskirts of town to be dug up by wild dogs on a moonlit night, unless expressly stated to the contrary. The author accepts no liability (including in negligence) for the consequences of any person acting, refraining from acting, or intending to act on any advice, admission, admonition, confession, emission or premonition contained herein, whether freely volunteered or made under duress, and nothing in this email amounts to a contractual, marital, or other legal commitment, so don’t get excited. Efforts have been made to ensure that this email and any attachments generated are free from viruses, bacteria, and fungal infections, however if condition persists, please consult a physician. There is to be no unauthorized copying, public broadcasting or public breast-feeding of any nature, whether electronic, mechanical, optical, telepathic, or verbally described in salacious detail. If reproduction is authorized, be aware of the heavy responsibilities which face you and that your social life will be severely curtailed. Note that reading the contents of this email may cause drowsiness, dizziness, vomiting, aural or visual hallucinations, stabbing bowel pains, loss of balance or coordination, glandular disorders, slurred speech, psychotic behaviour, profuse sweating or abnormally frequent urination and will be aggravated by the simultaneous intake of alcohol. Please do not open while operating a motor vehicle or heavy equipment. All models are over 18 years of age.

  28. Rob said,

    June 13, 2008 @ 5:55 am

    The problem is in-house lawyers, who to my mind are extraneous testicles on otherwise well-shaped corporate bodies. They need to feel useful, don't they? They need to have oversight of everything going in or out, and oversight soon becomes adding their thruppence.

    At the ad agency I work at, elegant three-word headlines get ruined with asterisks and TM signs, as if competitors are hiding in wait for the first instance of a product name without a TM sign so they can launch a copycat product. In one faux-equation headline for a cooking sauce that I will not name, they insisted that an equals sign be replaced by the symbol for logical equivalence. How many cooks will recognise the symbol for logical equivalence?! Fidelity to arbitrary secret codes, at the expense of clear communication — idiotic.

    In every case, small-print could be replaced by a link to a web address, thereby sequestering the lawyers away in remote corners of corporate websites, and preventing them from spreading their legal spam far and wide.

  29. Skorri said,

    June 13, 2008 @ 12:04 pm

    The major reason legalese is often so clunky and hard to interpret is that, in statutes and contracts and other legal documents, all possible ambiguity should be ferreted out. The language must be as specific as possible, and that doesn't lead to elegant prose. But don't blame the lawyers' writing ability, it's just the nature of the game.

    And while the notices mentioned here are horrible ambiguous, it's not really a problem, legally, since the actual text is more or less irrelevant. The boiler-plate language is not important for its technical precision– it's not a contract– but it's included because there's a chance it could be a beneficial factor in some future legal proceeding. It signifies the e-mail is supposed to be confidential, and in the event that, say, an e-mail address is misspelled and sent to a random person instead of a client, the boilerplate indicates privilege was never intended to be waived despite the mix-up. It's CYA, but it could make a difference.

  30. Rick S said,

    June 13, 2008 @ 1:38 pm

    On the other side of Skorri's coin, if you (as a corporate lawyer) can't enumerate all the possible uses of information for which you want to avoid liability, maybe it's better to be ambiguous. At least that creates some litigational wiggle room.

    I wonder why phone calls don't have a disclaiming postscript–er, postdict? (Please, don't anybody bring up this question with Legal!)

  31. Stephen Jones said,

    June 13, 2008 @ 5:38 pm

    In the US you can do what the hell you like with an email you have received. The particular case history is when somebody sent his computer in to be serviced and varying incriminating documents were found. As they had been legitimately, though not intentionally, accessed they became permissable as evidence.

  32. Peter Berry said,

    June 13, 2008 @ 6:15 pm

    "in virtue of a rule related to what is known in logic and set theory as De Morgan's Law, the negation of use, copy and disclose is do not use, copy or disclose"

    Actually, no, unless by "negation" you mean something different from what logicians mean by it.

    Let U mean "use", C "copy", D "disclose". "Use, copy and disclose" is then "U & C & D" and its negation is "~(U & C & D)", read "Do not use, copy and disclose". This is true if and only if at least one of U, C and D is false. So as long as you refrain from doing at least one of using, copying and disclosing, you've obeyed this imperative.

    What you want is the negation of its parts: "~U & ~C & ~D", which by De Morgan's laws is the same as "~(U + C + D)", i.e. "Do not use, copy or disclose" (using + to mean "or"). This is true if and only if all of U, C and D are false. So you've obeyed this imperative as long as you refrain from doing all of using, copying and disclosing.

  33. Paul H said,

    June 14, 2008 @ 8:27 am

    I've looked at Language Log a few times over the past few years but have never posted. I was drawn to LL again today via an Australian blog (Larvatus Prodeo) that linked to Geoff Pullum's report on the Queensland grammar teaching farce. Great site.

    I also particularly liked Geraldo's disclaimer above and thought it ranked in the highest echelons of spoof disclaimer drivel. Thanks, Geraldo, Can I please use it – subject of course to whatever disclaimers you suggest?

  34. Thor Lawrence said,

    June 14, 2008 @ 11:36 am

    I always wonder why the disclaimers always come at the end of the message. One might have already taken action on something in the e-mail's content before ever realising that there was a disclaimer. What would one's position then be?

  35. Chas said,

    June 15, 2008 @ 2:59 am

    "Do not use, copy or disclose the information in any way nor act in reliance on it and notify the sender immediately." Um, isn't that acting on it? Notify them of what?

    "Please note that the BBC monitors e-mails sent or received. Further communication will signify your consent to this." If I don't consent, I guess I won't be able to notify the sender, will I?

  36. David Marjanović said,

    June 15, 2008 @ 11:11 am

    In Germany at least, such disclaimers are not necessary, even though lots of people believe they are. I'd be rather surprised if they were necessary anywhere.

  37. David Smith said,

    July 8, 2008 @ 4:37 pm

    Legal double-talk is deliberately ambiguous: lawyers go out of their way to create loopholes that only lawyers can find, and try make everything else so only lawyers can understand it. Also, in the US, a disclaimer in itself carries no legal implications whatsoever. It is simply a warning.

  38. Zvi Agam said,

    April 18, 2009 @ 10:02 am

    You say somewhere, 'The same holds of any documents which may be hereto attached.' Shouldn't it be, 'The same holds for…'?

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