On reflection, I’m not sure that’s necessary, strictly speaking. I say elsewhere in my form of notice provisions that delivery is effective when the package is signed for. If a party decides that instead of FedEx Express it wants to use Joe’s Messenger service and the package is successfully delivered, no one has any reason to complain. If it turns out that Joe was unreliable and the package has mysteriously disappeared, then the notice won’t have been delivered. If the risk of loss is on the sender—and that should generally be the case—the recipient won’t be any the worse off as a result of the sender’s rash choice of messenger.

But there’s something to be said for encouraging efficient contract procedures. So instead of “nationally recognized,” how about “national”? An alternative would be to specify a company by name, but then you’d probably want to refer to any successor company and, in case the named company goes belly-up, any equivalent company. That’s probably more trouble than it’s worth.

(By the way, I find “recognized stock exchange” rather weird.)

As regards “overnight delivery,” how about the following: delivery by a national transportation company the next business day or sooner. The “or sooner” reflects your objection, while “next business day” reflects that as a general matter it would be meaningless to require overnight delivery of a package given to the transportation company on a Saturday.

Ken

Why are concepts such as “nationally recognized” (or words of similar import) so prevalent in agreements? As a regulatory lawyer, my first question is always “recognized” by whom?

For example, I often wonder what is meant by being listed on a “recognized stock exchange” (which can be used, for example, as a trigger for an automatic conversion of preferred shares into common).

Is it the defined term under the Canadian Income Tax Act? Or the definition in the British Columbia Securities Act? Or am I being too technical in my approach, and all that is intended is simply a reference to a stock market that is “widely” or “generally” recognized as such (perhaps in an effort to ensure that a listing must occur on a “bona fide” stock market to meet the definition)? However, if that is the case, I confess to still wondering to whom I am to canvass—stock market professionals, members of the business community, the investing public generally?

In your example, what are you getting at by your inclusion of the qualifier “nationally recognized”? A courier company that is licensed as an “express transportation company” authorized to do business in each state? Or is it a more colloquial use of the phrase to connote a “real” courier company, or a “big” courier company, or a “reliable” courier company?

I guess I’m left wondering what additional steps I would need to take to satisfy your language beyond simply giving notice by “overnight delivery”.

And, on a side-note, I’m not even sure why it would have to be an “overnight” service. If I “courier” it to you via same-day service, why should that not count? Or if I miss the Fedex cut-off time and use World Courier (which offers an on-demand service) to deliver the notice in advance of the Fedex Express delivery time, have I still missed the boat?