My thoughts are turning to my fall 2009 contract-drafting course at the University of Pennsylvania Law School. It’s time for me to start looking again for a company interested in taking part in a contract-redrafting project with my class. As previously, I’ll select one contract out of those submitted. The deadline for submitting is June [...]
I spent this morning in Toronto conducting a seminar at Rogers Communications, the Canadian communications company. David Miller, the general counsel of Rogers Communications, mentioned a requirement under Texas law that certain indemnification language be conspicuous. I’ve long been vaguely aware of that, so after the seminar I chased down further information. The gist of [...]
What I do bears little relation to traditional law-school legal-writing programs, which teach writing for litigation—research memos, appellate briefs, and the like. Nevertheless, I had a look at the recent U.S. News rankings of legal-writing programs. (In addition to ranking U.S. law schools overall, U.S. News also ranks them for purposes of ten specialties, including [...]
Regular readers of this blog will know that I’m a fervent booster of using document assembly to draft contracts. I keep banging on that drum for two reasons: First, document assembly represents the only way to put mainstream contract drafting on a rational footing in terms of economics and quality. And second, every so often [...]
On a flight home from London on Sunday, I started reading The Stories of English, by David Crystal. Published in 2004, it’s a well-received, and well-rounded, study of the history of the English language. Perhaps not an obvious choice for airplane reading, but perfect for me, since it marries, in the opening chapters, my interests [...]
In any given contract, the signature block for a legal entity will routinely contain two signature lines rather than just one. Why have two people sign for one party? I suspect that in most or all contexts it’s because the organizational documents for that entity require that two officers sign all contracts, or contracts worth [...]
The word signatory is ambiguous. Black’s Law Dictionary defines signatory as “A party that signs a document, personally or through an agent, and thereby becomes a party to an agreement.” But it’s also used to mean someone who physically signs a contract, whether as a party or on behalf of party. For example, after “Title” [...]
Here’s a usage I haven’t written about before: placing under the contract signature block of an corporation, below the signature line, the notation I have authority to bind the corporation. Some wrinkles: When a signature block provides for two signatures, the notation is in the plural: We have authority to bind the corporation. Sometimes corporation is [...]
I’ve long read the Strategic Legal Technology blog by Ron Friedmann. Ron has spent most of the last two decades in legal technology, but recently he has shifted his focus to legal outsourcing, becoming SVP Marketing for Integreon. In his blog, he writes about innovation, or the lack of it, in the legal profession generally. It [...]
Today I heard from a client with an interesting proposition. They had wanted me to do my day-long “Contract Drafting—Language and Layout” seminar as part of a week-long program for their global contracts personnel, but due to the economic downturn they’ve had to postpone the program. Would I be willing instead to do my presentation [...]
In the current edition of New York magazine, someone agitating about Facebook’s new terms of service is quoted as saying “No Latin! I’m not sure what forum non conveniens means, and I shouldn’t have to [know].” As a general principle, No Latin! makes sense to me. I’ve found on the SEC’s EDGAR system contracts filed [...]
A chapter of MSCD is devoted to syntactic ambiguity, in other words uncertainty over which part of a sentence a given word or phrase modifies. One source of syntactic ambiguity is closing modifiers. MSCD discusses how to avoid ambiguity caused by closing modifiers, but it doesn’t discuss in each case (or the wordier in each [...]
Not satisfied with having prompted my recent foray into fax terminology, reader David Baghdassarian posted to that item the following comment on providing for notice by email: As for email notices, the problem I have is that there is too much room for an email to inadvertently be deleted or overlooked, email server to crash, [...]
I’ve just returned from my trip to Philadelphia to speak at the DELVACCA conference. It was great finally meeting my co-presenter, Karen Gray of Christie’s. She’s a great speaker, and I think we made an effective team. I styled myself “Mr. Theory” and Karen “Ms. Practice.” Included in our handout was a table listing the [...]
