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that the parties to a contract can give the contract retroactive
effect. See Am. Cyanamid Co. v. Ring, 286 S.E.2d 1, 3 (Ga.
1982). In that case, the Supreme Court of Georgia was called
upon to determine the effective date of a contract executed by
the parties sometime after July 1, 1975, the first sentence of
which read: “This contract entered into as of July 1, 1975”, and
the last sentence of which read: “In witness whereof, the
parties hereto have executed this contract as of the day and year
first above written.” On the basis of those two sentences (which
are virtually identical, both in language and in contract
placement, to the corresponding sentences in the assignment and
assumption agreement), the court held that the effective date of
the contract was July 1, 1975. In reaching that conclusion, the
court observed that “the effective date of a contract is not the
date of execution where the contract expressly states that its
terms are to take effect at an earlier date.” Id. at 674; see
also Goldstein v. Ipswich Hosiery Co., 122 S.E.2d 339, 345 (Ga.
Ct. App. 1961) (“It is elemental that contracting parties may
agree to give retroactive effect, between themselves, to their
contracts as they may see fit.”); 2 Williston on Contracts, sec.
6:60 (4th ed. 1991) (“it seems clear that, where the parties
themselves agree that a contract between them should be given
effect as of a specified date, absent the intervention of third
party rights, there is no sound reason why that agreement should
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