Monthly Archives: July 2010

Talk of Commas at a Chrysler Bankruptcy Hearing

From Eoin O’Dell’s roundup of comma-related mischief on Cearta.ie I learned of a dispute that surfaced at a Chrysler bankruptcy hearing earlier in July. In June …

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You Say Mentoring, I Say Training

Yesterday I read this AmLaw Daily article by Steven J. Harper, a retired Kirkland & Ellis partner. It laments that the emphasis on short-term metrics …

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Reading PDF-Only Publications: On-Screen or Printout?

My forthcoming work “The Structure of M&A Contracts” will be a PDF-only West publication. That raises an obvious question: will people be reading it on-screen, or …

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More Rhetorical Emphasis: “Each and Every”

“Rhetorical emphasis” is the term I use to refer to a drafter’s not simply saying something, but saying it in a way that shows that …

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A Defined-Term Lesson from the Bratz Doll Saga

In an opinion published yesterday, the Ninth Circuit reversed much of the December 2008 ruling that gave Mattel the rights to MGA’s Bratz doll products. …

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When More Than One Party Makes a Given Set of Representations

I just had occasion to consider for the first time, while working on my M&A manuscript, some issues that arise when more than one party …

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A Note on Inertia

I just added the following to the manuscript of my forthcoming booklet “The Structure of M&A Contracts,” in the preface: But change is hampered by …

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Two Blog Tweaks

I have one fix and one possible enhancement to report: The fix is that now, finally, clicking on one of the categories links on the …

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More Syntactic Ambiguity: The Serial Comma

This item at The Volokh Conspiracy noted that the “serial comma” has been appearing less and less frequently in the New York Times. At Legal Blog …

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File-Naming Etiquette

Following on my recent post on document-comparison etiquette, longtime reader Jim Brashear sent me the following: I’d be interested in reading others’ thoughts and comments …

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ACC Events: Phone-In Q&A Tomorrow, Panel Discussion at Annual Meeting in October

On Wednesday, July 14, the Law Department Management Committee of the Association of Corporate Counsel will be holding their monthly teleconference, and the featured speaker …

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Lexical Ambiguity: What Does “Spinoff” Mean?

I sporadically write about contract instances of lexical ambiguity, which arises when context is insufficient to allow one to determine the sense of a word …

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Document-Comparison Etiquette

I recently received the following message from a longtime reader: When you eventually revise MCSD to its third edition, could you consider adding an appendix …

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When the Deal Signs and Closes Simultaneously But the Contract Is Structured for a Deferred Closing

In a phone call with a law-firm M&A partner today, I was reminded that sometimes M&A contracts reflect a deferred closing even though the parties actually …

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Can You Recommend a Book on Comparative Contract Law?

A reader asked me what books I could recommend. More specifically, he asked as follows: Say I wanted one book that would give a good …

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One Person Signing for More than One Party?

A reader recently asked as follows: If someone is signing a contract on behalf of more than one party, and that person serves each party …

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When What’s In the Contract Is Inconsistent with the Signature Block

What happens if a contract says that someone is personally liable for an obligation, but that person signs the contract not in their individual capacity, …

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“Together” and “Collectively”

I recently received the following inquiry: I was wondering if you could clarify a point for me and my boss. It has been my understanding that …

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