Monthly Archives: May 2009

My New “Drafting Clearer Contracts” Video Webcasts with West LegalEdcenter; Sponsorship by Business Integrity

[Updated June 4, 2009] I’m pleased to announce that starting June 11, I’ll be offering through West LegalEdcenter a series of seven video webcasts entitled …

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The Meaning of “Draft”

How come one drafts a contact but writes a letter? The verb draft has a number of possible meanings, but here’s what the Oxford English Dictionary—the …

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Playing Games With the Date Next to the Signature

Having parties to a contract date their signatures makes sense when there’s a lag time between when the first party signs and the last party …

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Perspectives: Chris Rowley of Vinson & Elkins

The interviews I’ve done on this blog have been about technologies relevant to the contract process or have explored some narrow topic that I’m particularly …

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Keep This Stuff Out of Your Contracts

Black-and-white is simpler than shades of gray—the most straightforward MSCD recommendations are those urging you to scrap entirely a given word or phrase. Here’s a …

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Why No Contract-Process Value Challenge?

Legal OnRamp, the online forum for in-house counsel and invited outside lawyers and vendors, has announced the “FMC Technologies 1° Law Litigation Value Challenge.” It’s …

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Vancouver Seminar on May 28

On Thursday, May 28, I’m giving my all-day “Contract Drafting—Language and Layout” seminar in Vancouver, BC, under the auspices of Osgoode Professional Development. Click here …

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Using “States” Instead of “Represents and Warrants”

In MSCD 12.285–315 I explain why it’s pointless and confusing to say represents and warrants, not to mention representations and warranties. No one has made …

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Redundancy in Governing-Law Provisions

[You might also want to read this September 2009 post in which I refine my thinking on “arising out of” and “relating to”.] A Canadian law …

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Revisiting “Indemnify and Hold Harmless”

[Updated April 17, 2013: For my more recent take on this, see this July 2012 post.] In MSCD 12.134 and in these blog posts, I …

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When a Written Contract Is Preceded by Oral Agreement

It’s commonplace for performance to begin before a contract has been signed, with the contract being signed once all necessary approvals have been secured. MSCD …

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Initialing Each Page of a Contract

Here’s what I understand of the practice of having those signing a contract also initial each page of the contract: It’s commonplace in wills, apparently …

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On Seeing an Ambiguous “Or” in a Toronto Handwashing Notice

While in Toronto last week I couldn’t help but admire, from the standpoint of graphic design and engaged municipal government, the timely yellow-and-white notice about handwashing that …

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Revising a Contract After It Has Been Signed

At my Osgoode Professional Development workshop in Toronto last week, a participant helpfully mentioned a recent English case in which the court held that transferring …

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“Executed as a Deed”

While researching the implications of the word deed (see today’s blog post on deed), I encountered a contract with the following concluding clause: THIS AGREEMENT …

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“Deed”

MSCD 12.148 and this May 2007 blog post consider the word indenture. Well, here’s another word for a particular kind of contract: deed. Black’s Law …

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