What Does "Time at Large" Actually Mean?

At its core, "time at large" arises when a contract fails to fix a definitive completion date or when the right to enforce such a date is lost. This places an implied obligation on the contractor to complete the work within a "reasonable time."

In civil code jurisdictions, this isn’t just legal folklore, it’s codified. Most civil codes don’t expressly refer to “time at large” as a legal doctrine, but the principle still exists in practice. The absence of a clear completion date pushes courts to rely on industry norms, project complexity, and commercial context to determine what qualifies as a reasonable timeframe.

When Does Time Become "At Large"?

There are several triggers under civil code systems that can lead to time being treated as “at large”:

• Omission of a completion date in the contract.

• Impractical or unenforceable deadlines due to force majeure, client interference, or lack of access.

• Failure to follow notice or extension procedures, rendering the original time obligation null.

In each case, the obligation remains to finish the project but without a fixed yardstick, courts apply
the “reasonable time” test.

Who Carries the Risk?

Here’s where things get more nuanced. In civil code jurisdictions, risk allocation is tightly governed by contract.
If time is at large, the ripple effect is real:

• Employers may struggle to enforce delay penalties unless the contractor is proven to have acted
unreasonably or in bad faith.

• Contractors may retain entitlement to claim extensions or additional costs, especially where
employer-driven delays have contributed to the ambiguity. The courts, however, won’t simply side with
the contractor. They’ll look at the balance of performance, documentation of delays, and correspondence
between the parties.

Country-Specific Examples

• France: Courts often revert to articles in the Civil Code that require performance within a reasonable timeframe, especially if unforeseen events impact completion.

• Germany: If time is no longer of the essence, Section 271 BGB may apply - requiring delivery “immediately” or within a reasonable period, unless otherwise agreed.

• UAE: The Civil Transactions Law allows for adjustment or removal of obligations in the event of exceptional circumstances, which can convert fixed time obligations into flexible ones.

Why It Matters in International Projects

If you're working on cross-border construction or real estate development, failing to appreciate the implications of time at large can lead to:

• Misalignment on entitlement to extensions of time or damages

• Difficulties enforcing completion clauses in disputes

• Increased exposure to claims of wrongful termination or abandonment Contractual clarity is your best protection.

Best Practice Tips

• Always define a completion date in the contract even if provisional.

• Incorporate clear extension of time mechanisms with defined procedures.

• Include governing law and jurisdiction clauses that account for the nuances of civil vs common law.

• Maintain full records of delays, changes and communications especially where delays are client-side.

Final Word

Time at large may seem like a legal technicality, but in civil code jurisdictions, it can shift the legal and financial stakes of an entire project. Understanding its triggers and consequences and drafting with foresight, can mean the difference between smooth delivery and a costly legal battle.

Written by:
XX, Risk & Advisory Lead at Middleton

Supporting better decisions through clarity, accountability, and legal alignment.