Monthly Archives: February 2008

Obligation to Purchase = Obligation to Sell

Reader Michael Fleming informed me of US Salt, Inc. v. Broken Arrow, Inc., Civ. No. 07-1988, 2008 U.S. Dist. LEXIS 10841 (D. Minn. Feb. 11, …

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“The Terms Of”

Here’s a quick way to save three words: instead of saying in accordance with the terms [or provisions] of section 6, say simply in accordance …

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“As the Case May Be”

Today I read in a work on contract drafting an explanation of the purpose served by the phrase as the case may be. I think …

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Upgraded Registration System for Geneva Seminars

As I noted in this post, from April 21 through April 25 I’ll be giving my “Contract Drafting—Language and Layout” seminar at the Geneva, Switzerland …

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“Bylaws” or “By-laws”?

Bylaws is spelled both with and without a hyphen. For example, Black’s Law Dictionary gives a definition for bylaw but notes that it’s sometimes spelled …

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“Complete and Accurate”

In a recent post I suggested that accurate is a “less dopey” alternative to true and correct. (Yes, I know, I too thought that an …

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“Automatically”

I suggest that for purposes of contract drafting, you can always do without automatically. Consider the following fragment: … and each January 1 thereafter, this …

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Semicolons

Perhaps because they’re aware that I’ve had occasion to consider punctuation, some readers contacted me about the February 18 New York Times article about use …

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Seminars in Geneva, Switzerland, April 21–25

I’m pleased to announce that from Monday, April 21, through Friday, April 25, I’ll be giving five consecutive one-day seminars on “Contract Drafting—Language and Layout” …

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My New York Law Journal Article on the Cerberus Litigation

Today’s issue of the New York Law Journal contains my article on the recent litigation between Cerberus and United Rentals. Click here to go to …

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“Respective” and “Respectively”

A couple of days ago reader David Munn—ever vigilant against the forces of contract-drafting darkness—sent me the following: I couldn’t find that you had blogged …

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Stating that Recitals Are “True and Correct”

In the past year, 265 contracts filed as “material contracts” on the SEC’s EDGAR database contained a provision stating that the recitals were true and …

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Adams Featured in LexBlog Q&A

Kevin O’Keefe’s Real Lawyers Have Blogs has posted a Q&A with yours truly. Click here to go to it.

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English Courts—A Hotbed of “Endeavours” Insanity!

I received the following from reader Nigel Madeley, of the U.K. law firm Addleshaw Goddard: Ken, I know this one raises your blood pressure a …

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“Bimonthly”

Avoid the prefixes bi- and semi- for purposes of references to time—they’re confusing. Bimonthly means “every two months” and semimonthly means “every half-month,” in other …

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Oddball Usage of the Day: “Includes Only”

What’s wrong with this picture: “Subsidiary” includes only any company in which the applicable entity, directly or indirectly, has a beneficial ownership interest of greater …

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Fun and Games with the Meaning of “Year”

Reader Steven Sholk of the Gibbons law firm alerted me to the February 6 decision by the Mississippi Supreme Court in Barbour v. Mississippi ex …

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When Performance Under a Contract Is by a Division

Here’s yet another issue regarding the introductory clause that I haven’t previously written about: How, if at all, should you address in the introductory clause …

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The Apostrophe in “Five Days’ Notice”

A couple of days ago I received from a reader an email that included the following: I’ve got a question about the use of apostrophes …

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More on Alliance Data Systems and Blackstone Group

As I mentioned previously, Alliance Data Systems and Blackstone Group are in litigation over Blackstone’s proposed acquisition of ADS. More specifically, ADS has filed a …

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“Promptly” and “Immediately”

Quick—what’s the difference between promptly and immediately? I bet that what comes to mind is the notion that immediately requires speedier action that does promptly. …

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Does Any Law Require All Capitals?

This post on use of all capitals in contracts—it’s from Legal Frontier, Andrew Mitton’s blog—reminded me of a question that I’ve asked myself occasionally. The …

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Investing in Your Templates

A few months ago someone at a public company mentioned to me that her department was about to embark on a redraft of their templates. …

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