Every litigator knows the paragraph. It releases “any and all” claims, “direct and indirect,” “known and unknown,” “of every kind and character,” “from the beginning of the world” to the date of signing. It gets copied from the last settlement into the next one, names and dollar figures swapped—and too often nobody gives it much thought. That habit can turn a closed matter into the next piece of litigation.
A recent Connecticut decision shows how. But the more useful lesson for drafters is national: Courts cannot agree on whether this boilerplate means everything it says. Some enforce it literally against claims the parties never had in mind. Others use context to narrow its reach based on the dispute actually being settled. Several states come out both ways depending on the precise wording. For the drafter, that uncertainty is the whole point—you cannot assume a court will interpret your form general release as you intend.
Case Facts: Bogda v. Bochenek
The facts of Bogda v. Bochenek are a reminder that there is no fight like a family fight. Bogda, 348 A.3d 476, 480–82 (Conn. App. Ct. 2025), cert. granted, 351 A.3d 476 (Conn. 2026). Although the Connecticut Supreme Court will have the final say, it remains a cautionary tale to drafters of releases.
In Bogda, the decedent made her daughter a joint owner of a brokerage account and died three weeks later, leaving the daughter as sole owner. The decedent’s nephew, as executor, sued the daughter for undue influence. The parties settled: the daughter paid the estate half the account value, and they signed a document captioned “Mutual General Release.” It released each party from “any and all manner of action, . . . liabilities of every kind and character, direct and indirect, known and unknown, of whatever kind or nature, . . . including but not limited to any claims related to or concerning the [brokerage] account.” Bogda, 348 A.3d at 482 (emphasis added by court).
Then the executor opened a second battle front aimed at collecting the other half of the account balance not obtained in the settlement with the daughter. He filed a FINRA arbitration against the brokerage firm, claiming it should have caught the undue influence. The firm promptly named the daughter as a third-party respondent for indemnification and contribution. The brokerage firm prevailed, so there was no indemnity or contribution needed from the daughter.
The daughter then sued the executor for breaching the release, breach of the covenant of good faith and fair dealing, and vexatious litigation. The trial court granted the executor summary judgment, reasoning that he had neither sued nor asserted claims against the daughter—the brokerage firm had. Id. at 480–81. The trial court relied heavily upon the language in the release that stated: “The Parties hereby acknowledge that the foregoing includes any claims against each other.” Id. at 486.
The appellate court reversed. It refused to read the release narrowly around the single clause the trial court had focused on, holding that the expansive any and all manner . . . of every kind and character, direct and indirect language gave the release a broad scope that the court “will not restrict in the absence of a clear limitation in the text.” Id. at 487. Because the brokerage firm’s indemnification claim was dependent on and derivative of the executor’s claims in the arbitration, and the arbitration involved the same undue influence allegations already settled, the executor’s pursuit of it fell within the broad release language. The court stopped short of finding a breach—genuine issues of material fact on the executor’s knowledge and intent remain for trial. But it held, as a matter of law, that the arbitration was not outside the release’s reach. The word indirect, read in context, reached claims the drafters likely never contemplated. Id. at 486.
Two Camps, and States That Switch Sides
Widen the lens on this issue, and Bogda sits inside a genuine doctrinal divide over how far general-release boilerplate language reaches.
- Camp one: The text controls. A number of courts enforce sweeping language against claims the releasor asserts it never contemplated releasing. A New York decision provides a clear example of this. It treated an unambiguous general release as a binding “jural act” that can reach even unknown claims when “fairly and knowingly made,” and was “extremely reluctant to interpret an agreement as impliedly stating something which the parties have neglected to specifically include.” Rivera v. Wyckoff Heights Med. Ctr., 978 N.Y.S.2d 337, 341 (App. Div. 2014). On that logic, it enforced broad any and all . . . arising from or relating to language to bar later third-party contribution and indemnification claims that predated the release and that the releasor swore it never intended to give up. Id. at 341. Other courts have espoused this school of thought. See, e.g., Long v. O’Neill, 5 N.Y.S.3d 42, 46 (App. Div. 2015) (broad release disposed of even unripe and contingent claims and reached claims between parties nominally on the same side); Transcor Astra Grp. S.A. v. Petrobras Am. Inc., 650 S.W.3d 462, 472–74, 482 (Tex. 2022) (broadest type of general release barred later fiduciary duty and bribery claims); Rakowski v. Lucente, 472 N.E.2d 791, 794–95 (Ill. 1984) (release of any and all claims barred a later, unaccrued contribution claim); Winet v. Price, 6 Cal. Rptr. 2d 554, 558–62 (Cal. Ct. App. 1992) (mutual general release (with state-law-required express waiver) barred a later malpractice cross-claim against former counsel).
- Camp two: Contemplation and subject matter control. An equally strong line of authority is inclined to apply broad general releases more contextually, confining them to what the parties actually bargained to settle. New Jersey is representative of this approach: a general release “ordinarily covers all claims and demands due at the time of its execution and within the contemplation of the parties,” and claims arising later are not discharged unless “expressly embraced . . . or falling within the fair import of the terms,” with a “heavy burden” on the party asserting the release. Bilotti v. Accurate Forming Corp., 188 A.2d 24, 35–37 (N.J. 1963). Courts in other states are in accord. See, e.g., Corp. Prop. Assocs. 6 v. Hallwood Grp. Inc., 817 A.2d 777, 779–81 (Del. 2003) (general words following a specific recital are restricted to the matter recited and construed against the drafter); iBio, Inc. v. Fraunhofer USA, Inc., 2016 WL 4059257, at *15–16 (Del. Ch. July 29, 2016) (generically worded release limited to the payment obligations the specific terms addressed); Crocker v. Townsend Oil Co., 979 N.E.2d 1077, 1087 (Mass. 2012) (recognizing broad wording in release settles all other, unrelated matters, even if not specifically in the parties’ minds, but exempting employee’s wage claim on public policy grounds because it was not specifically mentioned in release); Baty v. ProTech Ins. Agency, 63 S.W.3d 841, 855 (Tex. App. 2001) (court will not expand a release to claims not specifically mentioned); Janowiak v. Tiesi, 932 N.E.2d 569, 586 (Ill. App. Ct. 2010) (noting general releases are restricted to specific claims contained in release agreement if releasing party was unaware of other claims); Bisaccio v. Brown, 366 So. 2d 510, 511–12 (Fla. Dist. Ct. App. 1979) (general release should not become a trap through overly broad wording and does not reach claims never fairly contemplated).
The practical takeaway is not that you should pin down which camp your state falls into— because even that won’t reliably protect you. As is evident from the above, courts within the same jurisdiction often reach conflicting outcomes when interpreting very similar release language. For example, New York enforced broad releases against contribution claims in Rivera, supra, yet Tarantola v. Williams held that a standard-form general release did not waive the releasor’s later right to seek indemnity and contribution absent language “expressly indicating such a waiver.” Tarantola v. Williams, 371 N.Y.S.2d 136,139–40(App. Div. 1975). A drafter who assumes the local rule is settled is often wrong.
Drafting to the Uncertainty
The real lesson of Bogda is the importance of applying thought and judgment to release language. Often, practitioners feel the need to be as all-encompassing as possible in the scope of the release, including far-flung parent companies, subsidiaries, employees, undefined “agents,” members, and a laundry list of others. Setting aside questions of enforceability, it is easy to see how claims that neither side contemplated could be accidentally released. There are numerous situations where a broad general release may be inappropriate. One or both parties may have parent companies, subsidiaries, affiliates, or related entities that have disputes about which your client representative has no knowledge. An insurer being included in a release may have policies with the releasor unrelated to the dispute. As in Bogda, a potential indemnification obligation of the releasee could jeopardize the releasor’s claim against a third party.
Because the case law will not reliably protect either side, the protection has to be built into the release. A few concrete moves to consider:
- A Scalpel, Not a Chainsaw. Do you really need a “general” release? Try crafting an accurate description of the dispute between the parties that is actually being settled, and add the familiar arising out of or relating to language tied to the described event. This will very often satisfy both sides, without having to use a general release that extinguishes every claim that might exist between the parties (and others falling within the release terms), regardless of how unrelated to the present dispute.
- Explicit Language Warning. Get a clear understanding of your client’s intentions post-settlement. If your client intends to pursue another party for losses arising from the same event, include language in the release that makes clear that your target is not being released. Language such as the following can avoid much of the uncertainty: “For the avoidance of doubt, this agreement does not release any claims of any kind that X has or may have against Y, which claims X fully intends to preserve and pursue.” If this language had been included in the release in Bogda, it would have surfaced the issue that gave rise to the second lawsuit or, at a minimum, significantly reduced the strength of Bogda’s legal argument on appeal. Conversely, if you want to ensure a third party is within the release, make that explicit.
- Don’t Be Avoidant. Address contribution and indemnity claims that may result from a suit against a third party, as in Bogda. A rule of thumb: If your opponent preserves claims against a third party, make sure you protect your client from potential third-party litigation in the release. For example, you could seek a provision whereby your opponent must indemnify your client if any third party asserts claims against it arising out of your opponent’s claims.
- Fight the Reflex. Don’t reflexively use form release paragraphs from prior cases or those generated by AI. The minimal time it takes to draft curated release provisions will avoid unintended consequences for your client.
- Situational Awareness. Finally, make sure any state-specific requirements for an effective release of claims have been honored. For example, some states have precise requirements for releasing unknown claims.
Don’t get burned by using boilerplate language in the hope of saving your client some fees. Doing so can prove penny-wise and pound-foolish, undermining all your efforts to resolve the case for your client.
©2026. Published in Corporate Counsel, Oct. 30, 2026, by the American Bar Association. Reproduced with permission. All rights reserved. This information or any portion thereof may not be copied or disseminated in any form or by any means or stored in an electronic database or retrieval system without the express written consent of the American Bar Association or the copyright holder.