Month: April 2015

On Not Indulging in Different Ways to Say “Promptly”

Today I saw the following in a contract on EDGAR (emphasis added): Owner shall provide Contractor notice (which may be oral or by electronic means) of such non-compliance and Contractor shall correct such non-compliance right away … So add right away to the list of alternative ways of saying promptly. MSCD 13.536 already offers expeditiously, as soon as practicable, and forthwith. … Read More

“Voluntarily” and “Freely”

In this post I promised that I would write about voluntarily. Rejoice, friends—that time has come. As a bonus, I give you also freely. The problem with both words is that the whole idea of a contract is that you enter into it because you want to and you agree to everything that it contains, so voluntarily and freely go without … Read More

Change: Fast or Slow?

It’s clear what’s required to improve the contract-creation side of a company’s contract process: adopt a style guide for contract language, most likely by means of a “statement of style” (here) train your personnel in drafting and reviewing contracts consistent with the style guide overhaul your templates consistent with the style guide automate your templates, to the extent that deal … Read More

“Shall Without Undue Delay” (Including a German Angle)

Yesterday I unleashed on an unsuspecting world the following devastating insight: Instead of "shall without undue delay," I'd use "shall promptly". — Ken Adams (@AdamsDrafting) April 6, 2015 That’s straightforward enough—if  you can express something positively instead of negatively and save a couple of words in the process, then you should do so. I had planned to leave it at … Read More

You Want to Measure Quality in Contracts? Without a Style Guide, You’re Nowhere

I noted with interest this post by Ken Grady on Seyfarth Shaw’s Seytlines blog, particularly as last year I did a Q&A with Ken on this blog (here). Ken’s post is about quality in contracting. He starts by discussing the limitations of determining quality by proxy. As he says, “Trusting the brand, versus trusting metrics that measure desired characteristics, is … Read More