Month: January 2018

“Man He’s Really Tough on People”

Above is a screenshot my daughter sent me a few days ago, showing texts she exchanged with a friend. “Hahaha” indeed. I thought of it on reading Casey Flaherty’s post touching on my work (here). Casey accurately summarizes my, uh, lack of restraint. I know some people wonder why I’m so in-your-face. A commentator on litigation writing once earnestly advised … Read More

Casey Flaherty Ruminates on Contract-Drafting Dysfunction (and Offers Thoughts on MSCD and Me)

A Manual of Style for Contract Drafting isn’t a promising candidate for a book review. Unless you’re willing to immerse yourself in detail, perhaps the most sensible approach would be to do a quick in-and-out, skating over the hundreds of pages of exegesis and exiting with a sigh of relief. Well, thank goodness for contrarians like Casey Flaherty. In this … Read More

Don’t Give an Unhappy Contract Party a Stick to Beat You With

The recent opinion of the Delaware Chancery Court in ITG Brands, LLC v. Reynolds American, Inc., No. CV 2017-0129-AGB, 2017 WL 5903355 (Del. Ch. Nov. 30, 2017) (PDF here), stands for the proposition that making a contract a bit less clear than it could be might be all that a disgruntled contract party needs to start a stupid fight. Here’s … Read More

My Practical Law Company Video with Daphne Perry

While I was in London in November, I recorded a 26-minute Practical Law Company video with Daphne Perry on how to make contracts clearer. (What else did you expect!) Go here; if you don’t have a Practical Law Company account, you’ll have to sign up for a free trial to view it. I’d be happy to hear what you think.

“This Agreement Allows”

I signalled in this post that my task of compiling guidelines to the building blocks of contract language is largely done. But it will never be over, and here’s an example of that. I recently encountered the formula this agreement allows. That sent me to EDGAR, where I found the following examples: As a general form of contract, this Agreement … Read More

Reasons Not to Hire Me to Help You with Your Contracts

I divide my time between giving seminars and helping companies upgrade their contract templates. Here are some reasons why you might not want to hire me for the latter service. “Our templates are great.” Actually, it’s likely that in terms of what they say and how they say it, your templates are somewhere between a train wreck and in need … Read More

If the Expectation Is That Your Lawyers Understand Your Contracts Better Than the Business People, Something’s Wrong

I routinely encounter the assumption that lawyers understand contracts better than others, and that the challenge is for lawyers to help everyone else by making contracts clearer. For me, that sets alarm bells ringing. Consider this in terms of my usual framework, which divides contract drafting into the tasks of determining what you say and determining how you say it. … Read More

What Kind of Change Should We Seek in Contracts?

I noticed that Tim Cummins, head of the International Association for Contract & Commercial Management (IACCM), mentioned in this post on his blog my recent post about GE Aviation’s template initiative (here). I’m pleased that Tim thought it worth his time to read it. Three thoughts: Some Stuff Is Complex Tim again lumps me with traditionalists, saying, in referring to … Read More