Ken Adams

A 17th Way to Say “May” With More Words and Less Clearly

In chapter 3 (Categories of Contract Language) of A Manual of Style for Contract Drafting, table 3 (Language of Discretion: May) showcases 16 ways to say may with more words and less clearly. Friends, it’s time to introduce you to a 17th way. It’s in the extract in the image above: has the option to. It’s from a consulting agreement … Read More

“Mr. and Mrs. Smith” Gets into Ambiguity of the Part Versus the Whole

With my wife, Joanne, traveling, I was left to my own devices for a couple of days. The only mischief I got up to was experimenting briefly with low-calorie pizza (not to be repeated) and watching a new limited series on Prime Video, Mr. & Mrs. Smith. I found Mr. & Mrs. Smith diverting, mostly because I find Donald Glover … Read More

Using Words and Digits to State Numbers: Once More Unto the Breach

Yesterday, Lyft issued an outlook mistakenly projecting that its margins would increase by 500 basis points. That was quickly corrected to 50 basis points. (Go here for a Bloomberg item about that.) That mistake prompted lawyer Pat Wallen to do this LinkedIn post about it. I’ve written plenty on this topic, but given the interest generated by Pat’s post, I’ll … Read More

The “Categories of Contract Language” Issues to Focus on When You’re Reviewing Contracts

Yesterday, during session 3 of a private series of Drafting Clearer Contracts: Masterclass, we spent almost an hour considering, and coming up with alternatives to, suboptimal verb structures in a set of big-company standard terms. A participant then suggested it wouldn’t be feasible to engage in that sort of surgery when reviewing the endless stream of counterparty draft contracts sent … Read More

Questionable Drafting in a Generative-AI Redline

I’ve written previously about conceptual shortcomings in relying on generative artificial intelligence to mark changes in the other side’s draft, commonly known as “redlining” (see this blog post and this blog post). Now, let’s look at a more basic problem: erratic drafting choices. This post is about one example of that. Recently the contract-lifecycle-management vendor Agiloft released (to quote this … Read More

You Cannot Be an Informed Consumer of Contract Language Without Consulting “A Manual of Style for Contract Drafting”

I’ve been saying this for a while, as an aside in various writings, but I might as well shout it from the rooftops: You cannot be an informed consumer (or producer) of contract language without consulting A Manual of Style for Contract Drafting. That’s because MSCD is the only work that offers a comprehensive set of guidelines for the building … Read More

What Paul Stregevsky Said About What I Do

I know people find what I do worthwhile. Some individuals and organizations buy copies of MSCD. Others pay for the training I provide. And sporadically, people make a point of saying they find MSCD valuable, find my training worthwhile; I pass some of that feedback along to you all. That’s all to the good, but there’s no need to make … Read More

Perhaps the First and Last Generative-AI Image I Publish

A week ago I created, for the first time, an illustration using generative AI—more specifically, Dall-E. It’s the illustration accompanying this post. Yes, it’s of an unhappy robot. In a spaceship. Sitting on a toilet. It’s puerile, but in my defense, I did it on a whim. ¯\_(ツ)_/¯ Dall-E is amazing, but I expect that this is the last time … Read More