Legal Definitions - ut res valeat potius quam pereat

The Latin phrase ut res valeat potius quam pereat translates to "that the thing may avail rather than perish" or "that the transaction may be valid rather than invalid."

This is a fundamental principle of legal interpretation. It means that when a court or legal professional is faced with a document (such as a contract, will, or statute) or a legal action that could be understood in two ways—one that makes it valid, effective, and purposeful, and another that renders it invalid, ineffective, or meaningless—the law prefers the interpretation that upholds its validity and purpose. The goal is to give effect to the parties' intentions or the legislature's intent whenever reasonably possible, rather than allowing a minor flaw or ambiguity to destroy the entire arrangement.

Here are some examples illustrating this principle:

• Ambiguous Contract Clause: Imagine a business contract for services that states, "Payment shall be made upon completion of services, not to exceed 30 days." One party argues this means payment is due immediately upon completion, but no later than 30 days. The other party, perhaps trying to avoid payment, argues it means payment is due *after* 30 days, but no later than 30 days from that point—an interpretation that makes little practical sense for a service provider.

  Applying ut res valeat potius quam pereat, a court would interpret the clause to mean payment is due immediately upon completion, with a maximum grace period of 30 days. This interpretation makes the payment term clear and enforceable, allowing the contract to function as intended. The alternative, illogical interpretation would effectively "perish" the clause's intent and create an unworkable agreement.

• Imperfectly Worded Will: Consider a person's last will and testament that states, "I leave my entire estate to my beloved nephew, John Doe, currently residing at 789 Pine Street." However, at the time of the person's death, John Doe had moved to 101 Maple Avenue. There is no other nephew named John Doe, and it's clear from other family records who the testator intended.

  Instead of declaring the bequest invalid because the address is outdated, a court would apply ut res valeat potius quam pereat. It would recognize that the testator's clear intent was to leave the estate to *that specific nephew*, John Doe. The outdated address is a minor factual error that does not negate the overall intent. The court would uphold the gift to John Doe, allowing the will to "avail" rather than "perish" on a technicality.

• Statutory Interpretation: A new state law prohibits "the discharge of any pollutant into navigable waters." A small, family-owned farm has a pond that occasionally overflows into a nearby stream during heavy rains, carrying small amounts of natural sediment from the farm's soil. The farm argues that "pollutant" should be interpreted to mean harmful chemical or industrial waste, not natural sediment.

  If the law were interpreted strictly to mean *any* substance, including natural sediment, it could make almost any land use near water illegal and impractical. Applying ut res valeat potius quam pereat, a court would likely interpret "pollutant" in the context of the law's overall purpose—to protect water quality from harmful contamination. This interpretation allows the law to be effective in its goal (preventing environmental harm) without creating an absurd or impossible standard for natural processes, thus allowing the spirit of the law to "avail" rather than "perish" by being overly broad or impractical.