A general release is governed by principles of contract law. A valid release which is clear and unambiguous on its face and which is knowingly and voluntarily entered into will be enforced as a private agreement between parties, and bars an action on any cause of action arising prior to its execution. A general release bar will not only cover any and all claims between the releasor and releasees which had, by that time the release is executed, actually ripened into litigation, but to all such issues which might then have been adjudicated as a result of pre-existing controversies.
Like any contract, a release must be read as a whole in order to determine its purpose and intent, and extrinsic evidence of the parties' intent may be considered only if the agreement is ambiguous. A contract is unambiguous if the language it uses has a definite and precise meaning, unattended by danger of misconception in the purport of the agreement itself, and concerning which there is no reasonable basis for a difference of opinion. An ambiguity never arises out of what is not written, but only out of what was written so blindly and imperfectly that its meaning is doubtful.
Smith v. City of New York, NY Slip Op 01198 (1st Dep't March 4, 2025)
