“as amended from time to time”

When you are making a reference in one contract to another contract, do you want to add the phrase “as amended from time to time”?  It depends on the circumstances.  For example, if you are drafting a covenant restricting the other party’s actions, but are adding an exception to permit the other party to perform under that other contract, then you don’t want to add this phrase.  Why?  Because your client is approving the other party’s performance under that other contract, but only as that contract exists today.  If your provision included the phrase “as amended from time to time,”  the other side could broaden its range of permitted activities by amending that other contract.

On the other hand, when a reference to another contract is purely descriptive — that is, your client is indifferent to whether the contract is amended in the future, or not — then the phrase “as amended from time to time” should be included, so that the reference is always referring to the most current version of that agreement.

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