A few days ago I received from my daughter’s school a form with the heading “Influenza Vaccine Consent/Declination.” I had never met declination, meaning “formal refusal,” in the wild before, but I knew that I didn’t like it. It’s stultifyingly bureaucratic. (@bretsmoore will tell you that it also means the angular distance of a point north or south of the celestial … Read More
It didn’t take long for my “Bamboozled by a Comma” article (see this post) to attract some attention. Go here to see what the WSJ Law Blog had to say about it. (And the ABA Journal joined in with this item.) While I’m at it, I’ll make a point that I intentionally didn’t make in the article or the related … Read More
I’ve written an article entitled “Bamboozled by a Comma: The Second Circuit’s Misdiagnosis of Ambiguity in American International Group, Inc. v. Bank of America Corp.” It analyzes an April 2013 opinion of the Second Circuit. The article will be published by The Scribes Journal of Legal Writing, but not until 2014. I can’t bear to wait that long, and I know … Read More
In case they’re of interest, two more reviews of MSCD have appeared: One by employment-law guy Daniel Schwartz, in this post on Connecticut Employment Law Blog. One by Luis Villa, deputy GC of the Wikimedia Foundation, in this post on his blog at tieguy.org. [Updated: As Chris notes in his comment, Luis’s review is particularly thoughtful and creative.] For other reviews, go here.
For the first time, I had a look at the Google searches that led people to this site. Since the beginning of the year, there have been more than 47,000 of them, covering a multitude of topics. Many point unerringly at topics that happen to be favorites of mine, such as “if a deadline is at midnight is it 11:59 … Read More
The severability provision offered in the article I mention in this post includes the following phrase: … provided the reason for the invalidity or unenforceability of a term is not due to serious misconduct by the Party seeking such compensation. To which I say, “You cannot be ‘serious’!” The word serious falls into that category of vague words and phrases … Read More
I noticed that Corporate Counsel has published another article by Eric Fishman, a partner at Pillsbury. (This time his co-author is one of his partners, Robert James.) It’s entitled Drafting a Better Severability Clause; go here for a copy. (Go here and here for my posts about two other articles by Mr. Fishman.) This most recent article provides basic but helpful … Read More
While roaming the SEC’s EDGAR system today I happened upon the following, in a form of indemnification agreement between a company and one of its directors: 3.4 Exclusions. Notwithstanding any other provision of this Agreement, the Company will not be obligated under this Agreement to provide indemnification in connection with the following: … (c) If a court of competent jurisdiction … Read More
In case anyone is interested, Dan Schwartz has posted on the Connecticut Employment Law Blog my guest post on that old chestnut, the phrase moral turpitude. Go here to read it.
In this post last month, I offered my revised “force majeure” language, then revised it further as it was brutalized by readers. *sobs* In case force majeure hasn’t outstayed its welcome among you all, I’d like to run an idea by you. The language in the previous post begins as follows: If a Force Majeure Event prevents a party from … Read More
