Reader Gabriel Kurcab, a lawyer at the Cincinnati law firm Katz Teller, sent me the following traditional recital of consideration, which he had found in a medical director agreement: NOW THEREFORE, KNOW ALL MEN BY THESE PRESENTS, accepting the above WHEREAS clause as true and incorporating same as if fully stated herein, that the parties hereto, in consideration of the premises and the … Read More
The other day I had a chat with a BigLaw senior associate. He operates at a very high clock rate: he rattled off various doctrinal propositions that were foreign to me, and he suggested analogies to this, that, and the other. It was all rather over my head. But I’m fine with that, because I’ve long recognized that people’s minds can … Read More
I know only too well that if you draft a contract of any length and complexity, keeping track of the defined terms can be a challenge. It’s easy to find yourself using terms you don’t define, defining terms you don’t use, and using different defined terms to convey the same meaning. Thanks to Cousin Joshua, I learned about Wells Fargo … Read More
I see plenty of signs of increasing interest in rational contract language. For one thing, people keep buying MSCD in healthy numbers, and I find appreciative readers in all sorts of place. But how about objective evidence that people are choosing to follow MSCD‘s recommendations? Well, here’s a little test I ran. I searched that great manure lagoon, the SEC’s EDGAR … Read More
I described in this post how I had been a little nervous about how I’d be received in England. Well, the initial feedback from participants at my seminar for University College London suggests that I needn’t have worried too much. Here’s a sample: Ken’s personality and enthusiasm made the course. It has been a long time since I enjoyed a … Read More
I noted with interest this article in the New Yorker by James Surowiecki. It’s about how a focus on incremental gains, in sports and elsewhere, has led to a “performance revolution.” It begins by describing how a “technological and analytical arms race is producing the best athletes in history,” but it goes on to describe similarly dramatic improvements in performance … Read More
During my public “Drafting Clearer Contracts” seminar in New York last Thursday, a participant mentioned the phrase to wit. Here’s what Black’s Law Dictionary has to say about it: to wit (too wit), adv. (14c) Archaic. That is to say; namely <the district attorney amended the complaint to include embezzlement, to wit, “stealing money that the company had entrusted to … Read More
I’ve just returned from from my third trip to London this year. The first was to speak at a conference; the second was to do an in-house seminar at one of the big English law firms; this time around, it was to do a public “Drafting Clearer Contracts” seminar for the Faculty of Laws of University College London. Here’s how … Read More
This from a reader who is director of legal services at a global company: The problem with a full commitment to adopting MSCD is that it takes a lot of work to get good at it. I’ve spent a lot of time with it—I even outlined, law-school style, the chapter on categories of contract language, to use as a cheat … Read More
Yesterday a reader sent me an extract from a contract, with the following note: I just received a sublease draft from my outside counsel. He was incorporating the default provisions from the Master Lease. It is nice to have a concrete example of how it provides two opportunities to get the number wrong! I figured out what he was trying to do. … Read More
