Yeah, yeah, attorn has an established legal meaning, although I’ve never had occasion to use it. From Garner’s Dictionary of Legal Usage, here’s the definition …
Consider the phrase reasonable wear and tear, as in “The Grantor shall maintain the Equipment in good working order, reasonable wear and tear excepted.” I …
I’d be grateful for your thoughts on the following question: What determines whether an organization uses a purchase order (with additional terms on the back …
Today’s New York Law Journal contains my article The Illusion of Quality in Contract Drafting. My co-author is Tim Allen, chief executive officer of Business …
Release language usually consists of a slurry of redundancy. In this 2009 post on AdamsDrafting I considered a standard component of release language, irrevocably release. Here’s …
The words likely and probable both express the degree of probability of something occurring. They’re not vague words. Vagueness is a function of borderline cases—at what …
Today I saw a contract that referred to itself throughout as “this CRADA.” Besides the fact that “CRADA” (standing for “cooperative research and development agreement”) has …
I’ve previously written, most recently here, about how contracts under seal can unfortunately have implications regarding consideration and statutes of limitations. But I exhumed from …
In this December 2011 post I questioned the utility, for purposes of contracts, of what I called document-design “bling.” And in this February 2012 post …
Consider California Corporations Code § 313 (emphasis added): Subject to the provisions of subdivision (a) of Section 208, any note, mortgage, evidence of indebtedness, contract, share certificate, …
A recent opinion by the Fifth Circuit Court of Appeals serves as yet another reminder that the job description of anyone drafting a contract includes …
I’ve written about granting language several times, most recently in this November 2011 post. I now have another issue for you. Consider the following stripped-down …
In May, LegalZoom, the provider of online legal services, declared that it intends to raise $120 million in an initial public offering. LegalZoom allows consumers …
In this post last month I proposed yet another category of contract language—language of belief. Here’s a cleaned-up version of my example of language of …
In this November 2011 blog post I discussed how I had belatedly discovered a new category of contract language—language of intention. For the heck of …
In RAA Management, LLC v. Savage Sports Holdings, Inc. (decided May 18, 2012; copy here), the Delaware Supreme Court held that no-reliance language included in a …
Earlier this week I received the following message and photo from Karen Belair, of Union Pacific Railroad’s law department: I just wanted follow up and …
Parts of the Uniform Commercial Code require that text be “conspicuous.” For example, section 2-316(2) states that a disclaimer of the implied warranty of merchantability …
Koncision’s confidentiality-agreement template is intended for sophisticated users. No surprise there—contracts can get complicated. So any nonlawyer who wants to use Koncision might well benefit …
[Revised 8:00 a.m. EDT, May 13, 2012, prompted by Mark Anderson's comment and a good night's sleep.] Consider the following, culled from the SEC’s EDGAR …
On December 1, 2007, AVAX Technologies and one Francois Martelet entered into an employment agreement providing for Martelet to serve as AVAX’s CEO. It all ended …
Behold commit to used to express obligations: each of the Guarantors hereby … commits to make a contribution to such Guarantor’s capital in an amount at …
So far, ContractExpress—the software that powers Koncision’s confidentiality-agreement template—has been able to handle everything I’ve thrown at it. Last week I learned of yet another …
In addition to Ken’s posts from February 2013, this blog contains Ken’s posts from The Koncise Drafter (from December 2010 to February 2013) and from the AdamsDrafting blog (from May 2006 to December 2010).
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